Code of Conduct

Every Company Needs a Documented Code of Conduct – Business Ethics

Avoid Trouble with a Documented Business Code of Conduct

  • In accordance with Section 406(c) of the Sarbanes-Oxley Act of 2002 and NASDAQ Rule 4350(n) companies should establish standards of legal and ethical conduct for officers, directors, employee and any subsidiaries.
  • This Code applies to a Company’s Chief Executive Officer, Chief Financial Officer, Controller, financial managers and any person performing similar finance and accounting functions (collectively, the “Covered Executives”) as well as to all other officers, directors and employees  and any subsidiaries (collectively, the “Covered Personnel”).  The Covered Executives hold an important and elevated role in corporate governance.  They are uniquely positioned and empowered to ensure that the interest of the company and its stockholders are appropriately balanced, protected and preserved.
  • This Business critical Code provides principles that the covered Executive and Covered Personnel must adhere to, promoting honest and ethical conduct, proper disclosure of financial information in the Company’s periodic reports, and compliance with all applicable rules, law, and regulations.

Sample Obligations for Company Personnel

  • Act honestly and ethically, including without limitation, with regard to all conflicts of interest, whether actual or apparent, between personnel and professional relationships, and refrain from using his or her position for personal gain or competing directly or indirectly with the Company.
  • Disclose to the Compliance Officer or the Chief Executive Officer, in advance, if possible, any material relationship or transaction that could reasonably be expected to give rise to a conflict of interest.
  • Produce full, fair, accurate, complete, objective, timely and understandable disclosure in reports and documents that the Company files with, or submits to, the SEC, NASDAQ or any other government agency or self-regulatory organization, and in other public communications made by the Company or its subsidiaries.
  • Require that all Company financial practices concerning accounting, internal accounting controls and auditing matters meet the highest standards of professionalism, transparency and honesty.
  • Take all reasonable measures to safeguard the confidentiality of non-public information about the company and its customers acquired in the course of employment, except when authorized or otherwise legally obligated to disclose. Confidential Information obtained in the course of work will not be used for personal advantage.
  • Act in good faith, responsibly, with due care, competence, diligence and without knowingly misrepresenting material facts or allowing his or her better judgment to be subordinated.
  • Comply with all applicable rules and regulations of federal, state and local governments, the SEC, NASDAQ and other appropriate private and public regulatory agencies.
  • Comply with the Company’s policies and procedures.
  • Responsibly use and control assets and other resources employed or entrusted to his or her supervision.

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