Introduction:

Our business and business environments are complicated, rapidly changing, and very challenging. Our employees, as well as, our customers come from all over the globe. Consequently, the ethical challenges we face are increasingly complex.
We share one thing in common with every organization around the world: our reputation. We are judged on how we act, and the sum of these judgments is our reputation.

Our reputation is based on our commitment to our company’s core values:

• Honesty
• Integrity
• Respect for People

Our business culture is based on trust, openness, teamwork, professionalism, and pride in what we do. We need the trust and confidence of the individuals and groups of people who depend upon us and with whom we do business. Our employees, customers, business partners, suppliers, and vendors expect that we will conduct our business with integrity.

We also accept our responsibility to help deliver the economic, social, and environmental requirements of sustainable development. Being trusted to meet our societal expectations is essential for long-term profitability. We are committed to our responsibilities.

Our company’s core values have determined the company’s general business principles. These principles apply to every transaction. Together the values, principles, and policies included in this Code of Conduct describe how we are expected to behave when conducting our company’s business. Paying attention to ethics and compliance is critical to our success.

The purpose of this Code of Conduct is to:

• Describe our company’s principles that govern how everyone should conduct their affairs;
• Dummarize our company’s key ethics and compliance policies and practices;
• Describe how each employee is expected to act.

Each person who works for and represents our company is expected to act in accordance with the spirit as well as the letter of this Code of Conduct. Compliance with this Code and applicable laws and regulations is fundamental to how we do business.

Using this Code:

By following this Code, you will ensure that your business activities and decisions support our company’s values and principles. Your actions must comply with the laws, regulations, and policies that control our business.

A practical summary:

This Code of Conduct is a practical summary of how to conduct our company’s business responsibly and with integrity. We recognize that our business is complex and demanding. We cannot predict today all of the challenges we will face tomorrow. However, this Code:

• Provides guidance on how to resolve difficult questions about our business conduct;
• Explains how to get confidential advice;
• Summarizes the policies that control and guide our business;
• Directs employees to the resources that they will need;
• Contains guidance on how to relate to other employees, our customers, communities, vendors, and competitors;
• Applies to all full-time, part-time, and temporary employees.

We expect our suppliers, vendors, and contractors to behave in the ethical manner described in our Code when doing work for our company.

You should use this Code to refresh your knowledge of the basics.

Using this Code with other documents:

If you have questions about a specific policy, you are expected to review the policy and any guidance documents and consult with a subject matter expert on that policy.

In addition, you are expected to use this Code in conjunction with the policies, procedures, and work rules adopted by our organization and implemented at your business location. This Code is not an employment contract. It will change over time. In addition, you must follow the provisions of employment manuals and contracts where those documents are more stringent.

Principles and policies:

This Code of Conduct provides information about both our company’s General Business Principles as well as our key compliance policies. All of our company’s employees are to follow the General Business Principles, which govern our company. The policies summarized in the Code assist employees of our company in complying with the General Business Principles, laws, and ethical practices. Taken together, these documents describe:

• our critical company commitments and
• the expectations of employees in terms of how they behave on the job

Our company reinforces its commitment to integrity with written ethics and compliance policies concerning key risk areas. This code summarizes each of our key policies. Each policy summary includes:

• An overview,
• Key requirements, and
• Examples of what you are expected to do or not do.

In some instances, this Code deals fully with the subject covered. In other cases, the subject matter is so complex that you will need additional guidance about the particular area to be able to make informed and risk-sensitive decisions.

Our organization may adopt more specific guidance that directs how specific departments are expected to operate. However, all departments are expected to comply with this Code of Conduct. Certain departments may also adopt additional procedures and practices that guide and control operations, business processes, and other functions.

Getting answers:

This Code will not give you an answer for every situation. Many of us have faced a difficult situation where the appropriate course of action was hard to determine, perhaps because

• The facts were complex;
• Many individuals could be affected by our decision;
• A “good” choice was not obvious;
• our own personal interests conflicted with the best interest of our company;
• we just did not have the information we needed to make an informed choice.

By reading this Code and understanding our company’s expectations, you can handle most situations. If you know the answer to an ethics or compliance question and are comfortable with your decision, you can act with confidence. If not, you have several places where you may turn for advice and guidance:

• Your supervisor or manager.
• Your Human Resources representative.
• Legal Services.

Making tough judgment calls:

The information in this Code of Conduct will help you work through most difficult business issues and dilemmas. But the answers to some problems may not be obvious. When that happens, take the extra time to think through these questions.

Think of this as a Quick Quiz:

• Have I reviewed the facts carefully?
• Have I used all of the resources available?
• What are the issues?
• Have I thought carefully about my options?
• What are the consequences of my decision?
• Will my decision stand the test of time?
• Would I be comfortable if my decision were reported on the front page of a newspaper.

If you are still not sure what to do, speak up and get the advice and guidance you need. Keep asking questions until you are certain you are doing the appropriate thing.

Our company:

Our company is responsible for implementing our ethics and compliance program, updating and distributing this Code, and making other resources available to employees. We will provide information to help all employees understand and live up to our code by offering:

• Clear policies and procedures,
• Training and education,
• Resources where employees can get advice, raise concerns, and make reports,
• Ethics and Compliance HelpLine, and
• Ethics and Compliance office.

All conversations, calls, and reports made in good faith will be taken seriously. Our company will investigate all reported concerns – promptly and as confidentially as possible and resolve those concerns appropriately. If, after investigation, we find that the Code has been violated, we will take appropriate action, which may include notifying the appropriate governmental agency, instituting disciplinary action, and/or implementing system-wide changes. Not only must we deal with an individual situation where our Code was not followed, but we must also take action, as needed, so that similar problems do not reoccur.

Managers and supervisors:

Managers and supervisors are expected to provide timely advice and guidance to employees on ethics and compliance concerns. The more we talk openly about ethics and compliance, the clearer everyone will be about what is expected. Managers and supervisors must take the lead by being open and honest about business conduct.

Managers and supervisors shall:

• Foster working conditions that reduce business risk and that support ethics and compliance;
• Work with their Ethics and Compliance Manager to provide copies of this Code to employees, suppliers, vendors, and contractors;
• Lead by example;
• Positively promote the need to follow the laws, regulations, and policies that control our business;
• Encourage employees to ask questions and get advice before they act;
• Take prompt action to answer questions and concerns;
• Ensure employees receive ethics and compliance training;
• Monitor the continued effectiveness of our policies and training;
• Implement control measures to detect compliance risks and concerns;
• Take prompt action to correct problems in compliance;
• Consult with Legal Services as necessary; and
• Contact their Ethics and Compliance Manager if a policy does not seem effective.

Employees:

Employees shall:

• Read, understand, and comply with this Code of Conduct;
• Learn the details of the policies that specifically impact your work assignments;
• Use the resources available for guidance and assistance;
• Take the training that is required to do your job;
• Cooperate in internal investigations about a reported ethics or compliance matter;
• Be sure that your actions are lawful and ethical;
• Where you are uncertain about the right course of conduct, ask questions and get advice before you act; and
• Report any concerns or suspected violations.

Reporting suspected violations of our Code of Conduct:

If you believe that someone associated with our company (including employees, suppliers, vendors, and contractors) has violated a provision of our Code of Conduct, you are expected to bring the matter in good faith to the attention of your supervisor or manager, your Human Resources representative, your organization’s Ethics and Compliance Manager or Legal Services. You can make reports by telephone, through e-mail, in person, or by contacting our Ethics and Compliance HelpLine. You have a personal responsibility to report activity that appears to violate this Code or laws or regulations. We will investigate all reported matters promptly and as confidentially as possible. Our company will take corrective action and make necessary changes.

We expect every employee to cooperate with lawful investigations into allegations that our Code, policies or laws have not been followed. Our company will cooperate with lawful government investigations. When we are notified of an external investigation, we will take prompt action to preserve documents that may be relevant.

Prohibition against retaliation:

Our company will not retaliate against any person who brings an ethics or compliance issue to our attention in good faith. Individuals who raise concerns or who help to resolve reported matters are protected against retaliation. However, anyone who uses the ethics and compliance program to spread falsehoods or threaten others, or with the intent to damage another person’s reputation, will be subject to disciplinary action.

Disciplinary action:

Violations of this Code, laws, or regulations can have severe consequences for you and for our company. Some violations may be criminal in nature and punishable by fine or imprisonment of individuals. Violations can jeopardize our relationships with our customers and suppliers, and could result in our loss of the privilege to do business. Employees who violate this Code, laws, or regulations are subject to disciplinary action up to and including termination of employment.

Discouraging other employees from getting the help they need is prohibited and could result in disciplinary action.

Objectives:

The objectives of our company is to engage efficiently, responsibly and profitably as a lead¬ing manufacturer, cus¬tom pro¬ces¬sor, and distrib¬utor of fine and functional ingredients for food and bever¬age, cosmetic and person¬al care, nutritional and pha-rmaceutical applications. Our company seeks a high standard of performance and aims to maintain a long-term position in our respective competitive environments.

Responsibilities:

Our company recognizes four areas of responsibility:

To customers:

To win and maintain customers by developing and providing products and services which offer value in terms of price, quality, safety and environmental impact, which are supported by the requisite technological, environmental and commercial expertise.

To employees

To respect the human rights of their employees, to provide their employees with good and safe conditions of work, and good and competitive terms and conditions of service, to promote the development and best use of human talent and equal opportunity employment, and to encourage the involvement of employees in the planning and direction of their work, and in the application of these principles within their company. It is recognized that commercial success depends on the full commitment of all employees.

To those with whom they do business

To seek mutually beneficial relationships with contractors, suppliers, and in joint ventures and to promote the application of these principles in so doing. The ability to promote these principles effectively will be an important factor in the decision to enter into or remain in such relationships.

To society

To conduct business as responsible corporate members of society, to observe the laws of the countries in which they operate, to express support for fundamental human rights in line with the legitimate role of business and to give proper regard to health, safety and the environment consistent with their commitment to contribute to sustainable development.

Economic Principles:

Profitability is essential to discharging these responsibilities and staying in business. It is a measure both of efficiency and of the value that customers place on our company’s products and services. It is essential to the allocation of necessary corporate resources and to support the continuing investment required to develop and produce future supplies to meet consumer needs. Without profits and a strong financial foundation, it will not be possible to fulfill the responsibilities outlines above.

Our company works in a wide environment of changing social, political, and economic environments, but in general they believe that the interests of the community can be served most efficiently by a market economy.

Business Integrity:

Our company insists on honesty, integrity and fairness in all aspects of their business and expects the same in their relationships with all those with whom they do business. The direct or indirect offer, payment, soliciting and acceptance of bribes in any form are unacceptable practices. Employees must avoid conflicts of interest between their private financial activities and their part in the conduct of company business. All Business transactions on behalf of our company must be reflected accurately and fairly in the accounts of the company in accordance with established procedures and be subject to audit.

Political Activities:

Of companies

Our company acts in a socially responsible manner within the laws of the countries in which they operate in pursuit of their legitimate commercial objectives. Our company does not make payments to political parties, organizations, or their representatives or take any part in party politics. However, when dealing with governments, our company
has the right and the responsibility to make their position known on matters affecting the community, where they have a contribution to make.

Of employees

Where individuals wish to engage in activities in the community, including standing for election to public office, they will be given the opportunity to do so where this is appropriate in the light of local circumstances.

Health, Safety, and the Environment:

Consistent with their commitment to contribute to sustainable development, our company has a systematic approach to health, safety, and environmental management in order to achieve continuous performance improvement.

To this end, our company manages these matters as any other critical business activity, sets targets for improvement, and measures, appraises, and reports performance.

The Community:

The most important contribution that our company can make to the social and material progress of the areas in which we operate is in performing their basic activities as effectively as possible. In addition, our company takes a constructive interest in societal matters which may not be directly related to the business. Opportunities for involvement will vary depending upon the size of the company concerned, the nature of the local society, and the scope for useful private initiatives.

Competition:

Our company supports free enterprise. We seek to compete fairly and ethically and within the framework of applicable competition laws; we will not prevent others from competing freely with us.

Communication:

Our company recognizes that in view of the importance of the activities in which we are engaged and our impact on economies and individuals, open communication is essential. To this end, our company has comprehensive corporate information programs and provides full relevant information about our activities to legitimately interested parties, subject to any overriding considerations of business confidentiality and cost.

ANTITRUST

Policy Overview:

We believe that open competition in a free marketplace will lead to appropriate prices and promote an efficient and productive economy. Antitrust laws prohibit agreements that unreasonably restrain trade and anti-competitive behavior that result in monopolies. These laws apply to conduct that has economic effects regardless of where it occurs.

• We are committed to fair sales practices.
• We will not engage in practices that would unfairly restrain trade or exclude competitors from the marketplace.
• We will not communicate or agree, formally or informally, with competitors to fix or stabilize prices, limit production, allocate markets or customers, or boycott customers or suppliers.

Key Requirements:

Failure to comply with antitrust laws can be extremely damaging to our company and our employees. You must bring business dealings that raise questions or concerns about antitrust to the attention of Legal Services.

Generally, the antitrust laws prohibit the following conduct:

• Price Discrimination: selling the same product at different prices to different customers when that price difference might have an adverse effect on competition. In general, we should treat all similarly situated customers the same. This rule is subject to numerous exceptions and qualifications. Therefore, you must work closely with management to approve our pricing practices and review any deviation from established procedures.
• Price Fixing: agreements and understandings between competitors to raise, lower, maintain, stabilize, or otherwise fix prices. Competitors may not agree on the prices they will charge for their products. No employees shall ever discuss pricing practices with a competitor except where that competitor is a customer and the discussion is in conjunction with a specific sales transaction in the normal course of business.
• Minimum Resale Price Maintenance: dictating to our distributors the minimum prices at which they should sell our products. Such “vertical” price fixing is per se illegal.
• Bid Rigging: agreements or understandings between competitors to rig bids or proposals, such as by (1) agreeing upon prices or other terms and conditions; (2) agreeing to rotate or alternate submission of bids; (3) agreeing that one competitor will bid for certain contracts or customers while other competitors will bid for different contracts or customers.
• Market Division: agreements or understandings by which competitors divide the market in which they compete, such as by allocating customers, territories, or products among themselves.
• Boycotts or Concerted Refusals to Deal: agreements or understandings by which two or more companies jointly refuse to do business with other companies for the purpose of eliminating competition. As a company, we can decide with whom we wish to do business. But we cannot exercise this right in conjunction with other companies. That would be a boycott – which is illegal.
• Tying Arrangements: transactions in which a customer’s purchase of a product that it wants is conditioned on purchase of another product that the customer does not want, where the seller has a very strong market position (“market power”) with respect to the product the customer does not want. Each of our products and services should be able to stand in the marketplace on its own.
• Monopolization: attempting to achieve, achieving, or maintaining “monopoly power,” i.e. the ability to control prices or exclude competition, through illegal or unfair exclusionary practices, in a particular market. While we believe that our company does not have – nor is it likely to have – a monopolistic position in any relevant market, we cannot be sure that a court of law would not define a relevant market so narrowly as to raise the question about monopolization.

Do’s and Don’ts:

• Antitrust is a very complex area. You are expected to always ask for advice before you act.
• If you are in a situation where others discuss topics that raise antitrust concerns, you must explain, “We do not engage in such conversations.” If the discussion continues, you must leave the room and immediately contact Legal Services.
• Avoid conduct that could be termed “predatory.” You must not set prices below cost in order to drive out a competitor, with the intention of raising prices to recoup losses when the competitor has been driven out of the marketplace. In general, sales prices that are below our marginal costs can be viewed as predatory.
• Ensure that your business decisions reflect your business judgment.
• Conduct business in a manner that does not appear “heavy handed” or otherwise subject to misinterpretation.
• Become familiar with our guidance and training materials.
• Remember that antitrust violations can have severe consequences for individuals, including imprisonment, and can result in major financial penalties and embarrassment for our company.
• Use care in your writing and speech to avoid any statement that could be misconstrued to indicate an intent to act in a way that violate antitrust laws.

BOYCOTTS

Policy Overview:

To comply fully with laws and regulations relating to boycotts, we may never refuse to do business with any company or person not expressly sanctioned by the government. Our policy applies to all commercial transactions – whether our company is buying or selling goods or services.

Key Requirements:

Laws prohibit anyone connected with our company from participating in boycotts. We are required to report to the government both legal and illegal boycott requests as will as requests for information (see below) as a condition to the sale of goods or services.

We must not provide information of any kind that will violate anti-boycott laws and regulations. If you receive an oral or written request, you must report the situation immediately to Legal Services. Do NOT take any action on such request until you have received legal advice.

Do’s and Don’ts:

• Here are some examples of boycott and information requests that our company cannot agree to and which you must report immediately:
• “Certify that the goods are not of Israeli origin.”
• “Certify that the vessel or shipping company is not on the Arab boycott list.”
• “Certify that the vessel is eligible to enter” the boycotting country’s port.
• “Do you have a factory in Israel?”
• “Identify the race, religion, sex, and national origin of all of our company’s employees who will work on this project or contract.”
• “Certify that our company does not have an office or branch in a listed country.”
• Check with Legal Services for up-to-date information about countries that are described as “boycotting.”
• You must examine purchase orders, contracts, letters of credit, invitations to bid, and any other types of requests for information to ensure that they do not contain any boycott-related request.

CONFLICTS OF INTEREST

Policy Overview:

We must adhere to our company’s policy regarding outside employment and interests, financial or other participation in business, ownership of material, contractor and supplier relations, and gifts and entertainment. Our conduct in each of these areas is important since it reflects upon corporate credibility, ethics, and reputation.

Policy Overview:

• Outside Employment and Interests: Regular full-time employees shall not hold jobs with other employers or engage in outside businesses or other interests (including self-employment) that adversely impact their job performance or our company’s interests.
• Any Direct or Indirect Financial or Other Participation in Business: If you or any of your immediate family members (spouse, domestic partner, child, parent) have any direct or indirect financial or other participation in any business which competes with, is a supplier of goods or services to (including any company that provides goods or services to such suppliers), or is a customer of our company (or any potential competitor, supplier, or customer), you must disclose such to our company and receive written management approval of our company before any business is transacted with such business.
• Ownership of Material and Other Interests: Except where written permission is given, neither you nor your immediate family member may purchase directly or indirectly an interest in materials.
• Contractor and Supplier Relations: Any relationship between you and a contractor or supplier must in no way compromise your ability to transact business on a professional, impartial and competitive basis or influence business decisions made by our company.
• Gifts and Entertainment: For purposes of this policy, “gifts” and “entertainment” have the broadest meanings possible, including (but not limited to) gifts, trips, services, entertainment, and any other gratuitous item, event, benefit or thing of value. Winnings from lotteries, door prizes, raffles, contests, or other similar games of chance (“prizes”) are considered a special category of gifts and are treated separately. You must not accept gifts and/or entertainment from any person or business doing (or seeking to do) business with neico. or give to any customer, contractor, supplier, vendor (or any potential such persons). The only exceptions to this policy are normal advertising giveaways of nominal value or social invitations that are deemed to be customary, reasonable, and proper under the business circumstances. Furthermore, you are not to accept gifts or entertainment that:
  1. You would be unable to reciprocate;
  2. Carry any business obligation whatsoever;
  3. Involve significant or “out of the ordinary” expense; or
  4. Present any potential embarrassment for you or our company.

You may accept prizes of nominal value. If the prize is of more than nominal value and you are (or might be) in a position to influence or make decisions about doing business with our company the source of the prize, you must consult with your supervisor or manager before accepting the prize.

Never accept any gift or entertainment that violates any law or any of our company’s policies including but not limited to, policies against discrimination or harassment.

Conflicts of interest issues are particularly fact specific and thus it is difficult to define and illustrate every possible fact situation wherein a conflict of interest may exist. Accordingly, even if not specifically covered herein, your situation may result in a conflict of interest and it is your responsibility to disclose the facts of the situation.

Do’s and Don’ts

• Disclose to your supervisor/manager, your Human Resources representative, Legal Services, or the Ethics and Compliance Manager
  for your department any situation that you believe creates or could create a conflict of interest. It is your responsibility to voluntarily do so without the need for any specific inquiry by your supervisor/manager. When in doubt, disclose the facts and get advice before you act.
• You should keep a copy of all approvals received from the Company. If others, who are unaware that you received approval for the relationship or activity, question whether the relationship or activity is appropriate under this policy, you will need to establish that you did receive approval to participate in the questionable relationship or activity.
• Determine if your department has instituted more specific or stringent guidelines to which you are expected to adhere.
• Use our company’s resources and assets only for our company’s business purposes.

Policy Overview:

We are committed to lawful human resources policies and practices in all aspects of employment, including recruiting, selection, hiring, evaluation, promotion, training, discipline, development, compensation, and termination. We will not tolerate unlawful discrimination of any kind. We provide equal opportunity to all employees consistent with employment requirements and qualifications.

A diverse workforce is our future. Our company actively supports the attraction, development, retention, and promotion of diverse talent. As a business imperative, diversity provides our company the opportunity to increase our effectiveness in an ever-changing world.

Key Requirements:

We will follow the applicable labor and employment laws wherever we have operations. This includes observing laws covering freedom of association, affirmative action, privacy, the right to engage in concerted activity and collective bargaining, child labor, and the elimination of unlawful employment discrimination.

Our employment-related decisions are made regardless of a person’s race, color, sex, national origin, age, marital status, religion, disability, sexual orientation, veteran status or other protected status. All company facilities are provided to employees on a lawful and nondiscriminatory basis.

We will have a systematic approach to diversity management and will develop annual diversity plans that will help us achieve a diverse workforce. We will establish annual diversity plans, goals and targets for improvement, measures, and appraise and report business performance.

Minorities and women play a vital role in the communities where they operate. Our company seeks out qualified minority and women capable of supplying the materials, equipment, and services we need.

Do’s and Don’ts:

• You should promote and support affirmative action programs in order to realize the full potential of employees at our company.
• If you have questions about laws, contact your manager/supervisor as soon as possible.
• Review your own decisions to ensure that merit and business considerations drive your actions – rather than subtle bias.
• You are expected to report concerns about any equal opportunity to any of the resources listed in prior sections.
• You should understand and leverage all of the ways that people are different to utilize a broad range of perspectives in your decision-making. We believe that a diverse workforce is a more creative and productive workforce. Through our differences, we can improve our ability to solve problems.
• You should seek out qualified minority and women with whom to do business, when possible and appropriate.

Policy Overview:

Our company considers behavior that is offensive and unwelcomed or unreasonably disrupts another person in his or her work as harassment. We will not tolerate harassment of any type including that which may be unlawful (i.e., based on race, color, sex, national origin, age, marital status, religion, disability, sexual orientation, veterans status, or other protected status.)

Harassment can occur under many different conditions. The most common form of harassment is sexual harassment. In general, sexual harassment occurs when:

• A request for a date, a sexual favor, or other verbal or physical conduct of a sexual nature that is unwelcome is made a condition of employment or used as the basis for employment decisions; or
• An intimidating, offensive, or hostile work environment is created by unwelcome sexual advances, insulting jokes, or other offensive verbal or physical behavior of a sexual nature.

Harassment can take forms other than sexual harassment. Generally, harassment can include using language and/or exhibiting behavior that is or can be reasonably perceived as threatening and/or offensive and/or insulting. Examples include the use of derogatory, crude and/or insulting remarks or jokes directed at an individual(s) and/or at one of the protected statuses discussed above; calling individual(s) derogatory, crude or insulting names, and/or exhibiting conduct that can reasonably be viewed as obscene, insulting, threatening and/or unwelcomed.

Key Requirements:

Harassment – no matter what the basis – is inappropriate and unacceptable. Submission to such harassment (including, for example, a request for sexual favors) is never a term or condition of employment for any person associated with our company. You don’t have to keep silent if you believe you are being harassed or if you observe harassing behavior. Our goal is to immediately resolve any situation where individuals report that harassment may have occurred. You have the right to be free from improper or offensive conduct at work.

Do’s and Don’ts

• Report harassment immediately.
• Treat all employees, contract workers, customers, vendors, and visitors with respect, courtesy, and dignity.
• Do not make unwelcome, insulting, or offensive remarks or take unwelcome, insulting or offensive actions. If one of your comments or jokes offends someone else, it may be seen as harassing.
• Speak up and tell a person if you are upset by his/her choice of words. Explain why your colleague’s comments offend you. Ask him/her to stop.
• Avoid making jokes or comments or using nicknames if you question their appropriateness.
• To maintain a work atmosphere free from harassment, exercise good judgment in your relationships with co-workers and others in the work place.
• Don’t show favoritism on performance evaluations or in other actions based on personal relationship.

Policy Overview:

We are committed to achieving excellence in our health, safety, and environmental performance like any other critical business activity. Our overriding goals are to do no harm to people, to protect our natural environment and to comply with all health, safety, and environmental laws and regulations.

We provide a safe and healthy working environment for everyone associated with our company. We are committed to the belief that all accidents and occupational illnesses and injuries are preventable. Serious or fatal injuries resulting from our activities are unacceptable.

Key Requirements:

We aim to play an industry-leading role in promoting best practices. Our company has adopted a systematic approach to health, safety, and environmental management which establishes an assurance process for legal compliance and continuous improvement in performance. Our contractors and joint venture partners are expected to be as committed to health, safety, and environmental protection as we are. Together, we set targets for improvement and measures and we appraise and report performance. We foster awareness and responsibility among our suppliers and customers.

Health, safety, and environmental performance are key factors in evaluating and rewarding our employees and in selecting contractors.

We provide on-going training to ensure that our commitments to excellence in health, safety and environmental practices are shared by all of our company’s employees.

Do’s and Don’ts

• Refer to appropriate documentation when dealing with suspect or hazards to the environment. It is critical that you make reports to the proper authorities in the shortest possible time.
• All of our departments must operate with the necessary permits, approvals, and controls that are designed to protect health, safety and the environment. Become familiar with the laws, regulations, policies, and procedures that apply to your own job duties.
• Properly and safely handle and dispose hazardous materials.
• Immediately alert your supervisor or manager to any situation involving the discharge of a hazardous substance or any situation, which could potentially harm people or damage the environment.
• Use required personal protective equipment.
• Follow procedures for making immediate reports of workplace injuries, unsafe work practices or condition, or any other type of safety or environmental hazard.
• Take appropriate action if you believe an unsafe condition exists.

Policy Overview:

You shall never make improper or illegal payments of any kind to any person. Improper payments violate our company’s values, principles, and this Code. The direct or indirect offer, payment, solicitation, or acceptance of bribes in any form are unacceptable practices.

Key Requirements:

Employees must never accept or give a bribe or kickback for any reason. A kickback is the giving or accepting of money, gifts, or anything of value which is either directly or indirectly provided in return for favorable treatment. Employees must never give or receive any kind of hidden payment for the purpose of influencing the recipient’s judgment about our products and services.

You must never offer anything of value to obtain any improper advantage when selling our goods and services, conducting financial transactions, or representing neico’s interests before a representative of any government. Bribery of public officials is strictly prohibited.

Do’s and Don’ts

• Become familiar with applicable laws governing your work.
• Use caution when giving a gift or anything of value or providing entertainment to an official. In some circumstances, these actions could be misconstrued as illegal payments or bribes to an official or as a facilitation payment.
• All consultants, agents, sales representatives, distributors, and contractors must comply with our policy.
• Do not establish or maintain an unrecorded fund or asset.

Policy Overview:

Our company’s technology services (including e-mail, Internet access, World Wide Web, computers, and servers) and communication systems (including voice mail, e-mail, on-line chat, telephones, facsimile machines, and teleconferencing services) are valuable company property and intended for business use. Our company has the right to review information contained in these services and systems in the ordinary course of business.

Key Requirements:

Our information technology services and communication systems should be used to exchange information that is business related. If you wish to keep information private, it should not be created or stored on the company’s systems.

On occasion and within reasonable limits, you may use these services and systems for necessary personal reasons within the bounds of prudence and good judgment. Your personal use should not harm productivity, embarrass our company, or interfere with your regular work duties. Under no circumstances may you use any of our resources to send or receive illegal, harassing, offensive, obscene, or hateful or otherwise inappropriate materials of any kind.

We must protect our services and systems from unauthorized access by outsiders. Most of the software for services and systems is licensed for our business use only. Software may not be copied for other kinds of business or home use, or shared with others unless an appropriate license is executed.

Do’s and Don’ts

• Access to our information technology services and communication systems is a privilege and not a right. You must agree to abide by out policies and work rules in exchange for the privilege of services and systems access.
• Safeguard your passwords and follow all directions concerning services and systems security. Security is everyone’s responsibility.
• Do not use our e-mail system to send or receive messages that violate our company’s policies or that discloses personal or inappropriate information about others without their authorization. Get advice about data protection legislation when sending information concerning individuals who are living.
• Do not use these services and systems to access pornographic or any other inappropriate information.

Policy Overview:

Our company does not make payments (either directly or indirectly) to political parties, political organizations, or their representatives. Our company does not take any part in party politics. Our company is proud of its participation in public debate about issues that impact its legitimate business goals. Our company has the right to make its position known on matters that impact its people, activities, communities, and society at large.

Laws prohibit corporate contributions to political candidates or officeholders. We comply with all laws regulating our company’s participation in political affairs, including contributions to political parties, political committees, or individual candidates. In addition, company funds and resources will not be used to contribute to political campaigns, or for gifts or payments to any political party, political candidate, or any of their affiliated organizations or to fund trade associations’ or other entities’ political activity (“soft money”).

Key Requirements:

We encourage our employees to be informed voters and to get involved in the political process. Your participation, including contributions of time or money, are entirely voluntary. While you are doing so, be sure to convey that you are speaking for yourself and not on behalf of our company. You will not be reimbursed by our company for any personal political contributions.

Do’s and Don’ts

• You must not use work time, telephones, communication services or systems, or any other type of company resource to solicit for a political campaign or candidate. Do not loan company property for use in a political campaign.
• Some of our company’s employees engage in lobbying to promote our company’s legitimate concerns. If that is part of your job, become familiar with all laws and regulations that control our company’s political activities.
• Do not use your position with our company to try to influence any other person to contribute to or support political parties or candidates for office. However, employees are free to comment on issues of importance to them or our company.
• Do not expense any political contributions or soft money payments.

Policy Overview:

Our company’s assets – both physical and intellectual – are highly valuable and are intended for use only to advance our company’s business purposes and goals. These assets must be secured and protected in order to preserve their value.

Key Requirements:

Each of us is entrusted with our company’s assets in order to do our jobs. Each employee is personally responsible for safeguarding our company’s assets, including equipment, buildings, tools, funds, accounts, supplies, computer programs, information, technology, documents, know-how, data, trademarks, copyrights, etc. and any other resources or property of our company, and for using these assets and resources appropriately.

We protect against the waste, loss, damage, misuse, theft, misappropriation, or infringement of our company’s assets, and we shall use our company’s assets in responsible ways.

We respect the physical and intellectual assets of others. Consequently, we do not use knowingly damage or misappropriate the physical assets of others; infringe valid patents, trademarks, or copyrights of others; misappropriate confidential information in violation of the rights of others; or use or disclose confidential information of others without proper authority. We expect others to show the same respect for our company’s physical and intellectual assets.

Do’s and Don’ts

• Use our company’s assets to accomplish its business purposes.
• Take care to prevent waste, loss, damage, misuse, theft, misappropriation, or infringement of our company’s assets.
• Notify our company of any inventions made during or as a result of employment by our company. Keep confidential and do not disclose or use any of our company’s confidential information without proper authorization.
• Comply with specific restrictions placed on the use and/or transfer of our company’s assets.
• Avoid the unauthorized receipt of proprietary information from others. Do not disclose to our company or use for our company’s business any confidential information in your possession as a result of prior employment with another company.
• Follow established guidelines and procedures in respect of authorities and approvals for dealings with third parties that involve our company’s assets.

Policy Overview:

All entries in our company’s books, records, and accounts and all documents created must be accurate, complete, and fairly reflect our business transactions. All financial transactions must conform to generally accepted accounting practices.

We create documents and records in the normal course of business to document our compliance with laws, regulations, and policies. We also keep records that preserve key historical information about our business.

We keep documents and records in forms that enable efficient retrieval. All company records will be kept for the shortest time needed to comply with applicable laws, regulations, policies, and our company’s records and documents retention program. We keep documents and records that describe our business activities for enough time to ensure that we have fulfilled our obligations and promises.

Documents and records are any medium, regardless of physical format, which memorialized information created or used by the company. This includes paper documents, audio or video tapes, magnetic or optical media, microfilm or microfiche, voice mail, and computer-based information such as electronic mail, computer files on disk, servers or tape, and any other medium that contains information about a company organization or its business activities. Employees are prohibited from tampering with these documents or removing or destroying them prior to the dates specified in our retention program.

Key Requirements:

Each department must create its own records and documents retention program in alignment with our company’s program. You may destroy records only by following an official retention schedule that sets out the maximum period of time a specific record shall be kept.

By carefully following records and documents retention schedules, we avoid judicial determinations that our company destroyed records deliberately to avoid legal liability.

Each employee must safeguard records entrusted to him or her. We maintain records with the appropriate level of privacy.

All records and documents must be accurately maintained, including our financial books and accounts, which must accurately reflect all transactions.

Do’s and Don’ts

• If you are asked by any outside person, group, or agency to provide access to records maintained by our company, you must first discuss the request with your supervisor.
• Destroy all records and documents in accordance with your department’s records and retention program.
• You must stop any scheduled document destruction immediately upon learning that a lawsuit is threatened or receiving notice that a lawsuit has been filed for which those records might be relevant.
• Remember that information recorded electronically or via e-mail is a company record – just as is information recorded on paper.
• If you have a question on your department’s records and documents retention program, contact your manager.

Policy Overview:

Our policy is a workplace free from substance abuse, including illegal or illicit use of drugs and abuse of alcohol. You are expected to be fit for duty and capable of performing your assigned responsibilities in a safe manner. You may not use, posses, manufacture, distribute, dispense, transport, promote, or sell illegal drugs, drug paraphernalia, or otherwise legal but illicitly used substances while on our company’s business or premises. You are prohibited from being at work or on our company’s business while impaired by alcohol or with illegal or illicit substances present in your system. This prohibition includes prescribed or over-the-counter drugs not being used as intended and authorized.

We reserve the right to test employees to ensure compliance with our Substance Abuse Policy, including employees who appear to be unfit for work due to suspected alcohol abuse or illegal drug use. Some employees and their supervisors will be subject to random testing if their jobs are designated as safety or environmentally sensitive or they hold designated management positions. We reserve the right to conduct reasonable searches of individuals, their personal vehicles, effects, and any other areas under the individual’s control while on our company’s premises or engaged in our company’s business. You will not be detained or searched without your consent. However, your cooperation in a search is a condition of employment, and you may be terminated if you refuse to cooperate in a search.

Key Requirements:

The prohibition against on-the-job impairment due to alcohol or the presence of illegal substances in the systems of employees includes prescribed or over-the-counter drugs that are not used as intended or authorized.

If you test positive for substance abuse, we may elect to send you to rehabilitation. Following rehabilitation, employees are normally returned to work in their former jobs. However, for health, safety, and environmental reasons, you will be required to participate in follow-up rehabilitation monitoring and testing for four years following your return to work.

Do’s and Don’ts

• You should seek professional help if you have a problem with substance abuse before it adversely affects you personally or professionally.
• If you are subject to random testing, you must notify our company if you begin treatment for substance abuse on your own initiative.
• Prior to being tested, you must sign a consent and release form.
• If you are referred to rehabilitation, you must satisfactorily complete your prescribed treatment. You will be subject to periodic and unannounced follow-up testing for four years following your return to work.
• If you are convicted of a criminal drug violation, you must notify our company prior to reporting back to work but no later that five days following your conviction. If you are convicted of a felony drug violation, you will be subject to disciplinary action up to and including termination.