**Exhibit 11.1**

 

 

 

 

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Index

 
| Relations  with Target Public                                     |   | 1      |
|-------------------------------------------------------------------|--------|--------|
|                                                              |   |   |
| Employees                                                         |   | 1      |
|                                                              |   |   |
| Conflict  of interest                                             |   | 1      |
|                                                              |   |   |
| Privileged  information                                           |   | 1      |
|                                                              |   |   |
| Off-Duty  conduct                                                 |   | 2      |
|                                                              |   |   |
| Prejudice                                                         |   | 2      |
|                                                              |   |   |
| Management  attitude                                              |   | 3      |
|                                                              |   |   |
| Harassment  and abuse of power                                    |   | 3      |
|                                                              |   |   |
| Use of  alcohol, drugs, weapon carrying and merchandise trading   |   | 4      |
|                                                              |   |   |
| Political  participation                                          |   | 4      |
|                                                              |   |   |
| Labor  Unions                                                     |   | 4      |
|                                                              |   |   |
| Company  property                                                 |   | 5      |
|                                                              |   |   |
| Use of  the electronic information systems                        |   | 5      |
|                                                              |   |   |
| Relationship  with business partners and competitors              |   | 6      |
|                                                              |   |   |
| Selling  of company products to employees                         |   | 6      |
|                                                              |   |   |
| Fibria’s  business relations with interested parties:        |   | 6      |
|                                                              |   |   |
| Relations  with companies in which Fibria has ownership interests |   | 7      |
|                                                              |   |   |
| Customers                                                         |   | 7      |
|                                                              |   |   |
| Communities                                                       |   | 8      |
|                                                              |   |   |
| Suppliers                                                         |   | 8      |
|                                                              |   |   |
| Government                                                        |   | 9      |
|                                                              |   |   |
| Advertising  Market                                               |   | 10     |

 

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| Press                               |   | 10     |
|-------------------------------------|--------|--------|
|                                |   |   |
| Matters  of General Concern         |   | 10     |
|                                |   |   |
| Image and  Reputation               |   | 10     |
|                                |   |   |
| Contracts  and Financial Records    |   | 11     |
|                                |   |   |
| Intellectual  Property              |   | 11     |
|                                |   |   |
| Health,  Safety and the Environment |   | 12     |
|                                |   |   |
| Promotional  Gifts and Invitations  |   | 12     |
|                                |   |   |
| Clarifications  and Accusations     |   | 13     |
|                                |   |   |
| Conduct  Committees                 |   | 13     |
|                                |   |   |
| Audit                               |   | 14     |
|                                |   |   |
| Disciplinary  Measures              |   | 14     |
|                                |   |   |
| Code of  Conduct Management         |   | 16     |
|                                |   |   |
| Ombudsman  and Accusation Channels  |   | 16     |

 

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“In this code of conduct,guidance on behavior in accordance with the law refers to the prevailinglegislation in Brazil, which should not take precedence over the prevailinglegislation in other countries in which Fibria operates.  In the event that local laws abroad differfrom those mentioned in the code of conduct, should there be any need forclarification, we ask you to consult the Ombudsman.”

 

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Relationswith Target Public

 

EMPLOYEES

 

*Fibriatreats its employees with dignity and promotes a work environment with equalopportunities for professional and personal development and with respect forindividual liberties.*

 

Conflictof Interest

 

Aconflict of interest between an employee and the company takes place when theemployee uses his or her influence or acts with the intention to benefitpersonal interests that oppose the company’s interests or may cause damage andlosses to the company.

 

Employeesmay not perform external activities, such as rendering consultancy or occupyingpositions in organizations that do business or have conflicting interests withFibria.

 

Social,personal, *family* or spousal connections to Fibria’ssuppliers or competitors are also not allowed if an employee’s position enableshim or her to influence transactions or allows access to privilegedinformation.

 

Employeeswho occupy positions in external companies or whose spouses or family memberswork at Fibria and also at Fibria’s competitors, suppliers or customers, mustnotify their immediate superiors as soon as possible, so they may assess theconflict of interest and work schedule conflicts.

 

*Family* is considered to be all first- and second-degree relatives: father,mother, son and daughter, brother and sister, grandparents, grandchildren,uncle and aunt, and nephews/nieces. This Code will also consider relationshipsby affinity, such as: spouse, companion, son-in-law, daughter-in-law,parents-in-law, stepfather, stepmother, stepchild, brother-in-law andsister-in-law.

 

Situationsthat can result in conflicts of interest not described in this Code must bereported to the immediate superiors for guidance.

 

PrivilegedInformation

 

Anemployee who, due to the nature of his or her position or responsibilities, hasaccess to *strategic or confidential information*not yet publicly disclosed — regarding Fibria, its subsidized or associatedcompanies — cannot reveal them to third parties and 

 

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isnot allowed to trade the company’s securities during the confidentiality(blackout) period.

 

Insuch cases, it is the employee’s obligation to prevent any person’s access tosuch information, increasing the care taken with documents and even materialsleft on desks and in drawers and cabinets.

 

*Strategicor confidential information* isconsidered that which is not yet known by the market and whose disclosure couldharm the company’s operations. Examples of such information are: financialresults, large acquisitions or sales, industrial secrets, investments, amongothers.

 

Off-dutyconduct

 

Aspart of Fibria, employees must be mindful of their conduct in publicenvironments, either in professional or private situations, acting withdiscretion and not exposing the company or their own careers to any risks.

 

Ineither external or internal environments, such as participating in trainingsessions or events, using a company car or in other situations that would allowthe recognition of the employee, his or her behavior must be consistent withFibria’s values, therefore contributing to the building of a good corporateimage for the company. Behavior consistent with the conduct herein described isexpected from all employees.

 

Prejudice

 

Fibriaappreciates diversity in work relationships. Therefore, everyone must beafforded respectful, friendly and fair treatment, regardless of the positionthey occupy.

 

Thecompany will not tolerate discrimination or prejudice of any kind, either ofrace, religion, age, gender, political engagement, nationality, marital status,sexual preference, physical conditions or any other.

 

Inthe recruitment, selection and promotion processes candidates must be evaluatedsolely on their conditions to meet and adapt to the job expectation.

 

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Managementattitude

 

Subordinates’interest in participating in internal recruitment processes must be interpretedby their superiors as a natural aspect of career evolution, and they may notengage in any kind of reprisals. Personnel transfers to companies in whichFibria has ownership interests must follow the guidelines described in theRecruitment Policy. In the case there is a conflict of interest whentransferring a specific employee, the final decision shall be made by theConduct Committee.

 

Possiblemistakes made by employees must be identified by their superiors, following upwith information and guidelines necessary to prevent the recurrence of similarmistakes. Repetitive mistakes resulting from oversight, negligence or lack ofinterest must be rigorously corrected. Everyone is expected to listen to andconsider new ideas, different opinions, questioning and arguments thatrepresent a form of learning and improving processes.

 

Fibriavalues the synergy between the areas, cooperation amongst employees from allunits and sharing knowledge as a way to learn and propagate best practices,barring the confidentiality criteria described in the *Privilegedinformation* item.

 

Harassmentand abuse of power

 

Fibriadoes not admit *harassment* of employees, such assexual, economic, moral or of any other nature, nor situations constitutingdisrespect, intimidation or threats, regardless of the hierarchical level.

 

Employeesthat feel they have been discriminated, humiliated, disrespected or are thevictim of prejudice, peer pressure and abusive practices, and are embarrassedto discuss the matter with their hierarchical superiors, must notify theConduct Committee using the Ombudsman channels available to them.

 

*Harassment* is described as a situation in which someone takes advantage of aprivileged position to humiliate, disrespect and embarrass another person.Moral harassment takes place when someone exposes a peer to humiliatingsituations at work. Sexual harassment seeks to obtain sexual favors.

 

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Useof alcohol, drugs, weapon carrying and merchandise trading

 

Theconsumption of alcoholic beverages during work or working under the influenceof alcohol is forbidden. The use and possession of drugs is also prohibited, asis being present in the work environment while under the influence of suchsubstances, which can affect the safety and performance of the employee and hisor her peers.

 

Noweapons of any kind are permitted inside the company’s facilities, except forauthorized personnel.

 

Tradingand exchanging merchandise of personal interest within company facilities isforbidden.

 

Politicalparticipation

 

Theemployee cannot make any contributions in money, assets or services topolitical campaigns or causes in Fibria’s name, except after discussion andapproval by the Board of Directors. Any such contributions must be madepursuant to the prevailing legislation.

 

Fibriarespects its employees’ individual right to become involved in civic mattersand participate in the political process. However, such participation must takeplace in their *free time* and at their ownexpense. In this case, an involved employee must make it very clear that theseare his or her own beliefs and not the company’s.

 

Fibria’sresources, facilities and image must not be used to serve personal or politicalparty interests.

 

LaborUnions

 

Fibriarespects free association, acknowledges labor union entities as the employees’legal representatives and seeks constant dialogue.

 

Onlyformally authorized personnel may maintain negotiations and dialogue with thesepartners and entities.

 

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Companyproperty

 

Thecompany’s assets, equipment and facilities are to be used exclusively for itsoperations and cannot be used to serve personal purposes, barring specificsituations determined by the company.

 

Itis each employee’s responsibility to watch over the use and preservation ofcompany property that has been entrusted to him or her.

 

Issuesregarding property donation, selling and assignment of use must be submitted tothe Legal Affairs Department for evaluation and formally authorized by theBoard of Directors.

 

Useof the electronic information systems

 

Electronicsystems and computer resources are made available to employees to enhance theperformance of their duties. Their use for personal matters is allowed as longas it is not contrary to internal regulations and does not interfere with theirwork output. The exchange, downloading, storage or use of obscene,pornographic, violent, discriminating, racist or slandering contentdisrespectful of any individual or entity is against Fibria’s policies andinterests and is forbidden. Games or chain e-mails are also forbidden.

 

Usersin general must not expect privacy when using these systems and resources. Forthis reason, Fibria may use and monitor any information transmitted or storedin these resources, at its own discretion. This rule encompasses writtenor electronic information stored in these systems or any other associatedresources. It also includes technically developed information, obtained throughassociations, acquisition, license, and purchase or entrusted to the company.

 

Allthe files and information pertaining to professional activities created,received or stored in the electronic systems are Fibria’s property and areconsidered legal commercial assets. Therefore, in case of transfer ortermination of an employee, the information held by him or her must bedelivered to his or her’s immediate superiors for storage or deletion.

 

Thesystem access password is for personal use only and may not be disclosed tothird parties, including co-workers.

 

Nokinds of software and programs may be copied or installed in the company’scomputers without previous authorization from the unit’s IT sector.

 

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Theadequate use of Fibria’s electronic information systems is detailed in theCorporate Information Technology Policies, available on the Fibria website.

 

Relationshipwith business partners and competitors

 

Fibria’sbusiness philosophy is based on the principle of free competition.

 

Allmarket and competitors’ information, genuine and necessary for business, mustbe obtained through transparent and suitable practices; obtaining it by *improper means* is not admitted.

 

*Impropermeans* in this context refers to illegal and immoralways of accessing classified information.

 

Employeesare forbidden to adopt any attitude that damages the image of commercialpartners or the company’s competitors.

 

Fibria’sbusinesses must always conform to the law, the company’s values and the Code ofConduct, and every employee must ensure such compliance.

 

Agreementswith competitors with the goal of abusing economic power or using arbitrarycommercial practices must not be fostered.

 

Sellingof company products to employees

 

Thetrading of company products to employees must be performed within theregulations described in the specific policy.

 

FIBRIA’SBUSINESS RELATIONS WITH INTERESTED PARTIES:

 

Itshall be the responsibility of the individuals or companies interested indeveloping commercial relations with Fibria and the companies in which it hasownership interests to inform the existence of eventual kinship ties to Fibria’scontrolling shareholders and their executives or to Fibria’s executives andemployees.

 

Commercialrelations between shareholders and their executives, Fibria’s executives andemployees and their families, and Fibria and companies in which it hasownership stakes, whether through individuals or companies of which theydirectly or indirectly have ownership positions, are permitted.

 

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Theaforementioned businesses must strictly respect the principles of neutrality andtransparency, ethics, competitiveness and absence of conflicting interests.

 

Allnegotiations made under such circumstances require prior approval from Fibria’sExecutive Board. Requests for such negotiations must be made to the Board bythe main executive in the area, after assessing if all the demands describedabove have been met.

 

Relationswith companies in which Fibria has ownership interests

 

Inthe companies in which Fibria has an ownership interest, the relationship withother partners must be conducted only through legal representatives appointedby Fibria’s Board of Directors. The confidentiality of the subjects addressedmust be always taken into consideration.

 

Thecontact with Fibria’s shareholders must be made solely through the area appointedresponsible for it, and following specific regulations.

 

CUSTOMERS

 

*It isFibria’s commitment to contribute to the process of its customer’s valuecreation, by meeting their expectations and developing innovative solutions.*

 

Thecustomers’ requirements and expectations must be considered and those that havebeen agreed upon must be strictly fulfilled.

 

Fibriadoes not discriminate customers, whether by origin, economy, size or location.However, it reserves the right to terminate any commercial relation wheneverits interests are not being met or when the relationship represents a legal,social or environmental risk.

 

Informationabout our products and services must always be clear and truthful. It ismandatory that our customers will be informed about technical data, especiallysafety, health and environmental requirements.

 

Eachproduct must strictly follow each target market’s legal requirements.

 

Itis forbidden to make improper payments to anyone in order to facilitate ourproduct or service sales, even if it means losing business opportunities.

 

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Itis our responsibility to preserve the confidentiality of classified informationwe pass on to our customers and partners.

 

COMMUNITIES

 

*Fibria iscommitted to the economic and social development of the communities in which itoperates.*

 

Itmust be every employee’s commitment to act according to Fibria’s values andkeep dialogue channels permanently open with all the communities in which weoperate.

 

Theinvestment in social, cultural and environmental projects must be guided by theactual needs of the communities, besides being aligned with the company’sguidelines in order to execute projects effectively committed to fosteringsocial transformation.

 

Fibriaencourages its employees to participate in voluntary programs.

 

SUPPLIERS

 

*Therelationship with our suppliers must be based on respect and constant strivingto improve our products and services, strengthening suppliers’ competitiveposition.*

 

Fibria’ssuppliers must be evaluated by clear and non-discriminatory criteria. Everydecision must be based on technical and economic aspects, with favoritism ofany nature strictly prohibited.

 

Fibria’ssuppliers must know the company’s values and operate according to this Code ofConduct’s principles.

 

Inorder to be accepted as a Fibria supplier, a company must declare it does notuse child labor or any labor conditions similar to slavery.

 

Hiringcompanies belonging to or managed by ex-employees must be handled with care, sothat Fibria is not exposed to labor risks.

 

Companiesproviding services to Fibria that operate within the company’s facilities mustdeclare they understand and abide by the Work Safety and Health Regulationswith the same intensity as is expected from Fibria’s employees.

 

Fibriaexpects from its suppliers clarity in determining products and services as wellas concern regarding health, safety and the environment.

 

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Fibriamay terminate a business relationship with a supplier whenever it fails tofulfill its commitments or acts in disregard to legal, tax, environmental,health and safety issues.

 

Itis our responsibility to preserve the confidentiality of classified informationwe pass on to our customers and partners.

 

GOVERNMENT

 

*Fibriarespects the legislation and all government jurisdictions.*

 

Theinformation reporting to all government levels, including city, state andfederal agencies, must always be made in writing with the use of protocols andproperly oriented by the company’s Legal or Institutional Affairs areas,depending on the matter at hand.

 

Everytime a government representative makes a demand, including inspectionprocesses, employees must submit it to Legal Affairs before any action istaken. If a “*search warrant*” is presented toan employee, he or she must cooperate and contact Legal Affairs immediately tobe oriented on how to proceed and assist.

 

Informationsubmitting will be made in a complete, exact and sufficient manner in order toclarify the question and satisfy the relevant regulations. The employee mustassess if the information supplied is *classified* andif the proper measures were taken to protect its confidentiality. The company’sLegal Affairs department shall be consulted to supply the necessary assistance.

 

Fibriaforbids payments as bonuses or offering any advantage to civil servants inorder to speed up routine processes or administrative actions.

 

Thecompany reserves the right to make public statements regarding governmentaldecisions that might affect the course of business and relations withemployees, consumers or shareholders. However, this action will only bepracticed by employees authorized by Fibria’s Board of Directors.

 

Employeesmust not use Fibria’s name when dealing with personal matters of any naturewith the government.

 

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ADVERTISINGMARKET

 

*Thecompany condemns misleading advertising. Fibria’s product marketing initiativesrespect the prevailing laws, ethics, local and international regulations.*

 

Everypiece of advertising from Fibria must be authentic and avoid overstatements;arrogance, presumptuousness and prejudice will not be tolerated.

 

Fibria’sinstitutional advertising must be adequate to the company’s position and followthe orientation of the Communication Department.

 

PRESS

 

*Fibria embracesa clear and objective position regarding information dissemination and seeks tomeet all parties’ best interests.*

 

Contactwith the Press will be made exclusively by the company assigned spokespersons,with the Communication area’s guidance. It is, therefore, prohibited forunauthorized personnel to contact the Press on behalf of Fibria.

 

Employeesmust not disclose classified or false information to the Press. Nor may theydisclose printed or electronic internal notices, even if not deemed to be classifiedand of internal use only.

 

Contactwith Press members must not be treated under any circumstances as a businessrelationship, to avoid the request for favors or payments of any nature.

 

Therelationship with the Press must prioritize the dissemination of relevantfacts, preferably directed to the company’s activities. The press relationsregulations establish guidelines for this process,  oriented by Fibria’s Corporate CommunicationManagement.

 

Mattersof General Concern

 

IMAGEAND REPUTATION

 

The creationand strengthening of Fibria’s image and reputation is also made through ourdialogue and behavior towards our target publics. Therefore our actions insideand outside the company must always be pursuant to Fibria’s principles andvalues.

 

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Fibria’smanaging of its image and reputation must follow the Board of Directors’positioning and be described in the Brand Manuals, under the guidance of theCommunication and Sustainability managers.

 

Contractsand Financial Records

 

Allfinancial and business transactions will be promptly transcribed into Fibria’sbooks and records.

 

Theemployee must not make irregular financial agreements with customers orsuppliers, such as fraudulent overpricing or under invoicing.

 

Thecontracts in which Fibria participates must be written as accurately aspossible, leaving no margin for misinterpretation. Documents that are notannexed to the main text will only be accepted or supplied with assistance fromFibria’s attorneys.

 

Allpayments and commitments made must be authorized by the qualified hierarchicallevel and supported by legal documentation.

 

IntellectualProperty

 

*Intellectualproperty is a strategic asset for Fibria. It is comprised of patents,trademarks, know-how, technical data, market processes information, among otheritems of benefit to competitors.*

 

Thework results of intellectual nature and the strategic information generated inthe company is Fibria’s exclusive property.

 

Eachemployee is responsible for preserving the confidentiality of intellectualproperty to which he or her has access through their work, using themcarefully. The disclosure of this information without previous authorization bythe company’s management is not allowed.

 

Inresponse to authentic governmental authorities’ requests, confidentialinformation may be supplied after ensuring that it will be dealt withaccordingly and only after the proper measures were taken to protect itsconfidentiality, with the assistance of the company’s Legal Counsel.

 

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Health,Safety and the Environment

 

*Employees’health, physical integrity and environment protection are priorities forFibria, above economic and production matters.*

 

Fibriatreats with transparency all information regarding health, safety andenvironment that might have impacts over its employees, the communities or itsown environment.

 

Thecompany will continuously conduct training classes for its employees, enablingthem to understand their routines and take responsibility for them.

 

Employeesmust familiarize themselves with the health, safety and environmental policies,procedures and practices and abide by them rigorously.

 

Everyoneis expected to cautiously monitor the work environment, identifying possiblerisk situations. In case any indications of risk are noticed, superiors must beinformed and the parties involved must be notified. This behavior will beconsidered as a demonstration of commitment to safety issues.

 

Servicecompanies hired by Fibria must obey all health, safety and environmentalprocedures determined in the specific policies for their activities. Inemergency situations such as work or *environmental accidents*,the personnel involved must follow the standard procedures and promptly reportthe situation to the local management, who will notify the involved parties asdescribed in the operational proceedings. Only officially appointed spokesmenmay be interviewed or communicate to authorities and the community.

 

*Environmentalaccidents* are unexpected andundesired events that may cause harm, directly or indirectly, to theenvironment, health and life.

 

PromotionalGifts and Invitations

 

*Institutionalgifts and invitations are kindness and friendship practices accepted within abusiness relationship.*

 

Institutionalgifts that represent kindness and friendship between parties in a businessrelationship and do not represent a benefit gain in any negotiation may beaccepted by employees.

 

Invitationsto events with expenses covered by customers, suppliers, government entitiesand other interested parties may only be accepted when there is an actual 

 

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opportunityof developing business contacts, if the invitations were extended to employeesin other companies and after formal authorization by superiors.

 

Goodsreceived as awards that represent prominence or recognition of Fibria and itscompanies must be forwarded to the Communication area.

 

Theemployees cannot accept, in their and their family’s name, gifts or advantagesthat lead to a compromise. In these cases, the gifts must be returned to thecompany that sent the gift.

 

Everyonemust be mindful of the context in which the gifts are being received, and notjust of their value; in case of doubt, superiors must be consulted. *The acceptance of an offer of money for any reason is forbidden.*

 

Theemployee that holds relations in Fibria’s name with entities must inform themof the company’s policies regarding promotional gifts and presents. The sameprinciples must be applied when Fibria is offering promotional gifts andinvitations to its partners.

 

*Interpretationdoubts, unexpected cases and breach of obligation reports regarding this Codemust be presented to superiors or directed to the Ombudsman.*

 

Insituations in which the subject may cause embarrassment if presented tosuperiors, employees may submit the issue directly to Fibria’s ConductCommittee, through the Ombudsman channels. In case the issue surpasses Fibria’sresponsibility, employees must submit it to Fibria’s Board of Directors, alsothrough the Ombudsman.

 

Allegationsof fraud, embezzlement and bribes in business activities or transactions thatinvolve employees, suppliers, hired companies and business partners must besupported, whenever possible, by actual facts and data.

 

Everyreport received by Fibria will be treated with confidentiality. No retaliationtowards an employee for reporting with good intentions will be accepted. Incase an employee suffers retaliation of any nature, he or she must inform theConduct Committee.

 

Clarificationsand Accusations

 

ConductCommittee

 

*It is theCommittee’s responsibility to assess the issues pertaining to the Code ofConduct submitted to the Ombudsman with impartiality and seriousness, seeking*

 

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*solutionsfor the issues that have been presented to it and replying to the petitioners,when identified.*

 

Fibria’sConduct Committee, comprised of the Board of Directors and members of thecompany’s executive management, guarantees the consistency of the criteria usedin solving similar cases, verifies the legitimacy of the issue at hand, takesaction when needed and replies to the petitioner, when identified. The ConductCommittee is responsible for treating the cases assigned to it, establishingcriteria for cases not foreseen in the Code and by the proper operation ofFibria’s Ombudsman system.

 

Audit

 

Casesof fraud, embezzlement and property damage will be dealt with through an Audit.

 

Theimpartiality while conducting the issues and the involved parties’confidentiality are guaranteed in every situation.

 

 

DisciplinaryMeasures

 

*Theexistence of regulations, policies and proceedings is a fundamental conditionfor a successful company. It is up to the management to ensure that they areobeyed for the organization to operate efficiently and harmonically. Deviationsor breaches of obligations may lead to disciplinary measures that, whenenforced, must serve as an educating element and culture creator.*

 

Itis management’s obligation to inform, guide and prepare its staff to properlyconduct the organization’s policies and regulations, setting an example to befollowed.

 

Failureto comply with Fibria’s rules and regulations cannot be tolerated and issusceptible to punishment. Reoccurrences, including failure to comply withaction plans designed by audit processes, after due guidance, are also subjectto disciplinary measures. The possible punishments are:

 

1.Verbal warning

 

2.Written warning

 

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3.Suspension

 

4.Dismissal without fair cause

 

5.Dismissal for fair cause

 

Thepunishment enforcement must be made as soon as possible after the respectiveincident, at the risk of establishing a situation of tacit acquiescence. Moretime before punishment is carried out is allowed when the incident requiresdetermination of facts and responsibilities. The penalties must be fair,reasonable and proportional to the incident occurred. Similar incidents mustreceive similar penalties.

 

Whenan employee believes there is an inconsistency in a specific regulation, he orshe must resort to the immediate superior and request a regulation review.

 

Thisinconsistency will then be reevaluated by the responsible department and may berevised.

 

Incases in which, due to lack of infrastructure or proper resources, an employeeis not able to abide by the regulation, he or she must request guidance fromthe immediate superior, which in turn must convey the matter to the properorganization levels to seek a definitive solution.

 

Theimmediate superior of an employee who fails to obey a company regulation orproceeding shall be notified by the Internal Audit department. In case there isa reoccurrence in the same area, the manager will be informed and both theemployee and his or her immediate superior will receive a written warning.

 

Ifyet another reoccurrence takes place in the same area, the executive officerwill be notified and must then decide, based on the Internal Audit information,how to proceed, the first possibility being a written warning for the manager.

 

Incase these events continue, the Chief Executive Officer will be involved tomake the final decision. The Conduct Committee must be notified, to consolidatetreatment for similar cases.

 

TheDHO must always be consulted regarding the disciplinary measure to be used and,when necessary, must consult Legal Counsel for guidance.

 

Thepositive results deriving from the compliance with regulations must be handledby Fibria’s acknowledgement system which, accompanied by communication actions,contribute to forming a respectful and disciplined culture. In the same way,propagation of the disciplinary measures taken has a positive effect, becauseit 

 

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demonstratesFibria’s seriousness in dealing with these matters. In any of these situations,respect for the individual must be the guiding element in the superior’sbehavior.

 

Codeof Conduct Management

 

*This Code’sapproval and its updates are responsibilities of Fibria’s Board of Directors.*

 

Itis the obligation of the company’s leaders at all levels to ensure that theirsubordinates and outsourced companies know and abide by this Code’s rules,which must be upheld by all employees as a model for behavior.

 

Suggestionsfor improvement should be directed to the Conduct Committee through eachsuperior or through the Ombudsman channels. It is the Committee’sresponsibility to analyze and present them to Fibria’s Board of Directors, tobe included in the next version if considered to be appropriate.

 

Ombudsmanand Accusation Channels

 

Fibriahas established an Office of the Ombudsman to acknowledge, analyze and solveany issue regarding the Code of Conduct, a channel that can be reached by bothinternal and external publics.

 

Impartialand transparent, the Ombudsman’s office guarantees confidentiality of theinformation received, preserving the identity of the people involved andpromoting a better environment for all. Through it, it is possible to clarifydoubts regarding interpretation and direct accusations of breach of obligationscontained in the Code of Conduct, such as corruption, bribes, fraud, damage tothe environment, false information, inadequate accounting records, wrongful useof company assets, discrimination in terms of race, color, religion, gender,physical or social conditions and unethical behavior.

 

Fibria’scontact channel:

 

Ombudsman

 

Lettersto:

 

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Ombudsman

 

Fibria CeluloseS/A

 

Brazil

 

São Paulo SP

 

Caixa Postal no72696

 

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