Enterprise Risk Management Best Practices: From Assessment to Ongoing Compliance

APPENDIX FIVE A

Excerpt from a Code of Ethics Policy

THIS CODE OF BUSINESS CONDUCT AND ETHICS (the “Code” ) describes the standard of ethical business conduct expected from all officers, directors, and employees (together “employees” ) of ABC Company and their affiliates (collectively, the “Company” ). All officers, directors, and employees are expected to be familiar with this Code of Ethics and to abide by all its principles and procedures.

The purpose of this policy is to set forth basic principles and guidelines to direct employees in the proper conduct of their business and personal affairs as representatives of the Company. It does not provide detailed descriptions of all Company policies, and it in no way limits or restricts the applicability of any provision of any other Company policies. You should read this Code carefully and contact your supervisor or the Human Resources Department if you have any questions.

This Code has been developed to communicate the Company’s expectations of our officers, directors, and employees and to promote the following conduct:

• Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest
• Avoidance of conflicts of interest, including disclosure of any material transaction or relationship that reasonably could be expected to give rise to such a conflict
• Full, fair, accurate, timely, and understandable disclosure in reports and documents that we file with the Securities and Exchange Commission and ...