Code of Ethics

Code of Ethics of Petróleos Mexicanos, Subsidiary Entities and Subsidiary Companies consolidating their financial statements in those of Petróleos Mexicanos



Chapter I. General Provisions


Article 1. Purpose

The purpose of this regulation is to establish rules that allow preventing improper behaviors through promoting an honest and ethical performance, specially regarding the following:

I. Handling apparent or real conflicts of interest between personal and professional relationships;
II. Complete, impartial, consistent, timely and comprehensible disclosure of reports, notices and documents presented by Petróleos Mexicanos to financial authorities and investors;
III. Compliance with laws and other applicable provisions;
IV. Prompt report of infringement of this regulation; and
V. Liability derived from adhering to this Code.

Article 2. Definitions


For the purposes of this Code, it shall be understood as:

I. Financial Authorities: Any authority whether domestic or foreign to which Petróleos Mexicanos should provide information for being within the applicable legal assumptions, including without limitation, the National Banking and Securities Commission.
II. Code: Petróleos Mexicanos, Subsidiary Entities and Subsidiary companies consolidating their financial statements in those of Petróleos Mexicanos? Code of Ethics.

III. Conflict of Interests: Pursuant to Article 8 of the Federal Law of Administrative Responsibilities of Public Officials, when personal, family or business interests of the Obligor may affect the impartial performance of his/her job, position or assignment.

IV. Department: The Financial Legal Department, an area of the Corporate Financial Office, located at Avenida Marina Nacional 329, Torre Ejecutiva, Piso 32, Colonia Huasteca, México, Distrito Federal, C.P. 11311.

V. Investors: Any individual or company, Mexican or foreign, entitled to know PEMEX?s information.

VI. Privileged Information: Non-public information, including the one that should be submitted to the Financial Authorities, or information for stock-exchange activities or transactions,or information that may be used by PEMEX?s competitors, suppliers or customers, such as commercial, technology and research secrets, customers and suppliers lists, unpublished financial information or financial projections, information about the market, goal prices, projects, studies and business plans related to the oil industry, among others.

VII. Internet: the section of Investors Relations in the web page of Petróleos Mexicanos (http://www.pemex.com).

VIII. Obligors: Any person, whether a public official or private officer, participating in the elaboration, handling or disclosing accounting and financial, information, including without limitation, the Director General, Finance Director, chief of the accounting office, chief of the internal control body in Petroleos Mexicanos or any person performing equivalent positions or similar functions in PEMEX.

IX. PEMEX: Petróleos Mexicanos, Subsidiary Entities and Subsidiary companies consolidating their financial statements in those of Petróleos Mexicanos.

Article 3. Enforcement Scope

The Code is mandatory for each and all of the Obligors, who are responsible for its enforcement in the area of their liabilities.

Article 4. Supplemental

The provisions established in the Federal Law on Administrative Responsibilities of Public Officials, the Code of Ethics of Public Officials of the Federal Public Administration, the Code of Conduct of Petróleos Mexicanos and Subsidiary Entities and any other provision regulating behavior and performance of the Obligors, shall be supplemental to this regulation as mentioned.

Article 5. Interpretation

The interpretation regarding the application of this regulation belongs to the General Counsel Office of Petróleos Mexicanos.



Chapter II. Obligations


Article 6. Performance

The Obligors shall act with high levels of honesty, legality, integrity, diligence, efficiency, probity and impartiality in the performance of his/her assignment and, at all times, in accordance with the applicable laws, regulations and provisions.

Article 7. Disclosure

Obligors shall disclose reports and documents required by Financial Authorities, as well as any other relevant statement or event to be addressed to Investors, on a timely, precise, clear and complete manner and quantified when required, and in such way that is not confusing or misleading, pursuant to the applicable legal provisions.

Article 8. Abstention

Obligors shall recuse themselves from, in the performance of their functions or due to them, in any way, in the attention to, processing or resolution of matters involving a Conflict of Interests. Only when he/she cannot recuse himself/herself from being involved in matters where there is a Conflict of Interest, he/she shall previously inform in writing to his/her superior and the President of the Board of Directors about this matter and shall follow before acting the instructions received on the subject, which shall be published in Internet.

Article 9. Reserve

The Obligors, in performing their assignments shall keep confidentiality regarding non-public information or documentation they have accessed, pursuant the legal provisions in force.

Article 10. Privileged Information

When Obligors have Privileged Information, they shall recuse themselves from performing transactions on their own or by third parties, or inform or give, directly or indirectly, recommendations to third parties in order to carry out operations with any kind of instruments or securities issued or guaranteed by Petróleos Mexicanos, whose price may be influenced by such information

Article 11. Use of goods

Personal or unauthorized use of goods property of PEMEX is prohibited, as well as documentation or information related to them. The Obligors shall use PEMEX?s goods only for the purposes they have been assigned for.

Article 12. Interference

The Obligors shall recurse from restraining, by themselves or by any third party, possible informers in order to prevent the formulation or presentation of complaints or carry out, due to the latter, any act or omission that may damage the interests of the persons formulating or presenting them.

Article 13. Certificate

The Obligors shall subscribe written evidence in which they state to know and accept the Code, its implications and legal scope, within thirty natural days after the approval of this Code, or else, in that same period from the beginning of their position, employment or assignment. Additionally, each January, they shall subscribe new evidence to this respect. Both written evidences shall be submitted to the Department.



Chapter III. Report


Article 14. Reports on Non-compliance

The Obligors who may be aware of any non-compliance to the provisions contained in this Code shall inform them in writing and on a timely basis to the internal control body and their immediate superior.

Article 15. Non-attended Reports

In case the above mentioned individuals do not act accordingly, the Obligors shall inform the Director General or the President of the Board of Directors about it. Additionally, if the Obligor who incurred in such default is the chief of the internal control body, the Secretary of the Ministry of Public Performance shall also be informed.

Article 16. Report to the Board of Directors

The President of the Board of Directors shall inform, at the next meeting of the Board, about the complaints received in accordance with the above article, so this ruling body implements the necessary measures so that the corresponding areas and/or authorities act consequently in accordance with the applicable laws and regulations.



Chapter IV. Final Provisions


Article 17. Publication

Once approved by the Board of Directors of Petroleos Mexicanos, this Code of Ethics will be published in Internet the fifth business day after its approval date at the latest, where it shall remain in a permanent way.

Article 18. Amendments

Any amendment to the provisions contained in this Code must be previously approved by the Board of Directors of Petróleos Mexicanos, as well as by the respective governmental bodies of the subsidiary companies that consolidate their financial statements within those of Petróleos Mexicanos. Such modification shall be published in Internet the fifth business day after the date of its approval at the latest.

Transitory*


First.- This Code shall be in force the next day after its publication on Internet.

Second.- Regarding the subsidiary companies consolidating their financial statements together with those of Petróleos Mexicanos, this Code shall be effective the following day in which it is approved by their respective Boards of Directors.

*The Code was approved by the Board of Directors of Petróleos Mexicanos on may 12, 2004 and published in Internet on may 19, 2004.

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Last Update: 11/11/2008 at 16:36 by Patricia Valencia Romero