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1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT of NEW YORK Plaintiff, V. BRASKEM S.A., BERNARDO AFONSO DE ALMEIDA GRADIN, CARL

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1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT of NEW YORK Plaintiff, V. BRASKEM S.A., BERNARDO AFONSO DE ALMEIDA GRADIN, CARL UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK Plaintiff, CLASS ACTION COMPLAINT FOR VIOLATIONS OF THE FEDERAL v. SECURITIES LAWS BRASKEM S.A., BERNARDO AFONSO DE ALMEIDA GRADIN, CARLOS JOSÉ JURY TRIAL DEMANDED FADIGAS DE SOUZA FILHO, MARCELA APARECIDA DREHMER ANDRADE, and MÁRIO AUGUSTO DA SILVA, Defendants. Plaintiff, by and through the undersigned attorneys, alleges the following upon information and belief, except as to those allegations concerning Plaintiff, which are alleged upon personal knowledge. Plaintiff’s information and belief is based upon, among other things, counsel’s investigation, which includes, without limitation: (a) a review and analysis of regulatory filings made by Braskem S.A. (“Braskem” or the “Company”) with the United States Securities and Exchange Commission (“SEC”); (b) a review and analysis of press releases and media reports issued and disseminated by Braskem; and (c) a review of other publicly available information concerning Braskem. Plaintiff believes that substantial evidentiary support will exist for the allegations set forth herein after a reasonable opportunity for discovery. SUMMARY OF THE ACTION AND OVERVIEW 1. This is a federal securities class action on behalf of all persons or entities who purchased or otherwise acquired Braskem American Depositary Shares (“ADRs”) between June 1 1, 2010 and March 11, 2015, inclusive (the “Class Period”). Plaintiff seeks to pursue remedies against Braskem and certain of its officers named as Defendants herein for violations of §§10(b) and 20(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and Rule 10b-5 promulgated thereunder. 2. Braskem is a Brazilian petrochemical company and is the largest petrochemicals producer in Latin America. Braskem is also the largest producer of thermoplastic resins in the Americas. Braskem’s largest shareholders are Petróleo Brasileiro S.A. – Petrobras (“Petrobras”); the Brazilian Development Bank (“BNDES”), the main financing agent for development in Brazil; and Odebrecht S.A. (“Odebrecht”), Brazil’s largest infrastructure company. 3. Braskem buys naphtha, which accounts for half of its production costs and is the main ingredient for making petrochemicals in Brazil, from Petrobras under long-term agreements. Petrobras provides approximately 70% of Braskem’s naphtha needs, and the remaining 30% is imported. 4. Petrobras has been involved in a massive scheme to funnel billions of dollars in kickbacks to executives at Petrobras. The multibillion-dollar laundering and corruption scandal, dubbed “Car Wash,” spread to Petrobras after investigators uncovered ties between Paulo Roberto Costa (“Costa”), Petrobras’s former head of refining, and a black-market money dealer, Albert Youssef (“Youssef”). As several of Petrobras’s senior executives have now testified, Petrobras and its executives’ participation in this long-running scheme caused the Company to overstate by billions of dollars the value of its refineries, oil rigs, and other assets. 5. Odebrecht itself is one of 16 builders being investigated by federal police and prosecutors for participating in the alleged cartel to overcharge Petrobras for contracts. 2 6. Throughout the Class Period, Defendants made materially false and misleading statements regarding the Company’s business, operational, and compliance policies. During the Class Period, Braskem filed reports, forms, and other documents with the SEC that contained false and misleading statements regarding the effectiveness of Braskem’s internal controls and procedures. 7. Further, during the Class Period, the Company’s CEO and its Chief Financial Officer (“CFO”), acting on behalf of Braskem, signed certifications pursuant to the Sarbanes- Oxley Act of 2002 (“SOX”). Those certifications contained false and misleading representations that Braskem had disclosed all “deficiencies and material weaknesses in the design or operation of internal control over financial reporting.” These statements and the other similar statements during the Class Period were false. In reality, Braskem paid bribes to buy cheaper raw material from Petrobras between 2006 and 2012. 8. These facts began to emerge on March 11, 2015, when a report from a São Paulo newspaper, Folha de S. Paolo, implicated Braskem in the corruption scandal surrounding Petrobras. According to testimony made by former Petrobras executive Costa and self-confessed money launderer Youssef, Braskem paid at least $5 million annually to Petrobras between 2006 and 2012. The payments were made to acquire crude derivative contracts, like propylene and naphtha, at cheaper prices. 9. On this news, Braskem ADRs fell over 20%, or $1.80 per ADR, on March 11, 2015. 10. As a result of Defendants’ wrongful acts and omissions, Braskem ADRs traded at artificially inflated prices during the Class Period, and Plaintiff and other Class members 3 suffered significant losses and damages. Plaintiff and the Class collectively incurred significant losses on their investments in Braskem ADRs. JURISDICTION AND VENUE 11. The claims asserted herein arise under §§10(b) and 20(a) of the Exchange Act (15 U.S.C. §§78j(b) and 78t(a)) and Rule 10b-5 promulgated thereunder by the SEC (17 C.F.R. §240.10b-5). This Court has jurisdiction over the subject matter of this action pursuant to 28 U.S.C. §1331 and §27 of the Exchange Act (15 U.S.C. §78aa). 12. Venue is proper in this District pursuant to 28 U.S.C. §1391(b) and §27(c) of the Exchange Act (15 U.S.C. §78aa(c)). Many of the acts complained of herein, including the dissemination of materially false and misleading statements and reports prepared by or with the participation, acquiescence, encouragement, cooperation, or assistance of Defendants occurred, at least in part, in this District. Braskem ADRs are listed on the New York Stock Exchange under the symbol “BAK.” Braskem appointed The Bank of New York to act as the depositary for the ADRs. The depositary’s corporate trust office is located at 101 Barclay Street, New York, New York 10286. The depositary’s principal executive office is located at One Wall Street, New York, New York 10286. The deposit agreement and the ADRs are governed by New York law. 13. In connection with the acts, transactions, and conduct alleged herein, Defendants directly and indirectly used the means and instrumentalities of interstate commerce, including the United States mail, interstate telephone communications, and the facilities of a national securities exchange. PARTIES 14. Plaintiff, as set forth in the accompanying certification, incorporated by reference herein, purchased Braskem ADRs during the Class Period and suffered damages as a 4 result of the federal securities law violations and false and/or misleading statements and/or material omissions alleged herein. 15. Defendant Braskem is a Brazilian petrochemical company headquartered in Camacari, Brazil and is a subsidiary of Odebrecht S.A. The Company was formerly known as Copene Petroquímica do Nordeste S.A. and changed its name to Braskem S.A. in 2002. The Company is the largest petrochemical company in Latin America and one of the largest in the world. Braskem is the largest thermoplastic resins producer in the Americas and a major global player in the polypropylene, polyethylene, PVC, and chemicals markets. Braskem’s ADRs are listed on the New York Stock Exchange (“NYSE”) under the ticker symbol “BAK.” Braskem appointed The Bank of New York to act as the depositary for the ADRs. The depositary’s corporate trust office is located at 101 Barclay Street, New York, New York 10286. The depositary’s principal executive office is located at One Wall Street, New York, New York 10286. The deposit agreement and the ADRs are governed by New York law. 16. Defendant Bernardo Afonso de Almeida Gradin (“Gradin”) was the Chief Executive Officer (“CEO”) of Braskem from July 2008 until December 2010. From 2004 through 2007, Gradin was the Vice President of Basic Supplies for Braskem, and from December 2002 through 2004, he was the Executive Vice President of Vinyl Products. 17. Defendant Carlos José Fadigas de Souza Filho (“Filho”) has served as CEO and a Member of the Executive Management of Braskem since December 7, 2010. Previously, Filho acted as Vice President of the Company’s International Business Unit until 2011, as well as the Company’s CFO and Executive Vice President of Investor Relations from 2007 to 2010, and as Director of Investor Relations of the Company between December 14, 2006, and 2007. Filho also served as CFO of Construtura Norberto Odebrecht S.A. from 2002 to 2006. 5 18. Defendant Marcela Aparecida Drehmer Andrade (“Andrade”) has served as a Member of the Board of Directors of Braskem since August 2013. From 2010 to June 2013, Andrade was Braskem’s Vice President Executive Officer, CFO, Planning and Investor Relations Director, and Member of the Executive Board. She has been the CFO of Odebrecht S.A. since July 2013. Andrade has also served as Braskem’s Finance Director from 2005 to 2010 and as Manager of the Structured Finance Department of the Company from 2002 to 2005. 19. Defendant Mario Augusto da Silva (“da Silva”) has served as Braskem’s CFO and Investor Relations Officer and Member of the Executive Management of Braskem since July 1, 2013. He has served as a CFO for Construtora Norberto Odebrecht, Odebrecht Oleo & Gas, and, more recently, Odebrecht Infraestrutura - Latin America. Defendant da Silva also has served in the strategic planning department of Braskem from 2001 to 2005. 20. Defendants Gradin, Filho, Andrade, and da Silva are referred to herein as the “Individual Defendants.” The Individual Defendants, because of their positions with the Company, possessed the power and authority to control the contents of Braskem’s reports to the SEC, press releases, and presentations to securities analysts, money and portfolio managers, and institutional investors, i.e., the market. The Individual Defendants made specific false and misleading statements and/or reviewed and approved the Company’s reports and press releases alleged herein to be misleading prior to, or shortly after, their issuance and had the ability and opportunity to prevent their issuance or cause them to be corrected.
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