Code of Conduct
Aerosonic is a company based on shared values and common goals. That’s why our Code of Conduct is so important.It provides us with a clear understanding of our core values: it’s what we stand for, the rules we live by. The Code applies to every employee, every business transaction and to any business acting on our behalf.
Our Policy does not list every do and don’t. We expect our directors and employees to use common sense, individual conscience and a commitment to 100% compliance with the law in applying the Policy to particular situations. Here are some examples:
Respect For Employees/Diversity
Aerosonic follows all local employment laws and regulations and respects lawful customs of the countries where we operate.
We believe our most important strength is our employees.We seek to provide a work environment where all employees have the opportunity to reach their full potential.We are committed to equal opportunity in all aspects of employment for all employees and applicants; to providing a workplace free from all forms of discrimination, including sexual and other forms of harassment, and to fostering a work environment where people feel comfortable and respected, regardless of individual differences, talents or personal characteristics.
Aerosonic encourages an inclusive culture that welcomes and embraces the strengths of our differences, supports involvement, and provides everyone with equal access to opportunities and information.We believe in treating each other with respect and dignity, thereby fostering an atmosphere of caring, open communications and candor.We respect the rights of individuals to achieve professional and personal balance in their lives.We place a great deal of emphasis on personal integrity and believe long-term results are the best measure of performance.
Conflicts Of Interest
Aerosonic’s conflicts of interest policy is straight-forward:Don’t compete with Aerosonic businesses and never let your business dealings on behalf of any of our businesses be influenced, or appear to be influenced, by personal or family interests.
We expect that our directors and employees will not benefit from their job or position as director at Aerosonic in any way that could hurt the Company. For example:
Employees and directors and their immediate family members may not ask for and may not accept payments, services or other things of value from anyone who is doing business or seeking to do business with Aerosonic. We recognize that the practice of many of our vendors and business partners is to provide small gifts, or to pay for meals or entertainment for our employees. This is not prohibited as long as our directors and employees use common sense and follow certain guidelines:
- A director or employee may never accept cash.
- A director or employee may never accept anything offered in exchange for something from Aerosonic.
- A director or employee may not accept a gift that is more than a nominal value (generally gifts of less than $100 in value).
- A director or employee may not accept excessive meals or entertainment.
Exceptions to these guidelines require the approval of the Chief Executive Officer. No exceptions ever will be made to Guidelines 1 and 2.
Directors and employees may not do business or seek to do business with the Company, unless Aerosonic’s Chief Executive Officer has approved. This includes serving as a director, officer, owner, employee or consultant of a company that does business with or seeks to do business with Aerosonic. The only exception is that a director or employee may own 1% or less of a publicly traded company that does business or seeks to do business with Aerosonic.
Directors and employees may not serve as directors, officers, employees or consultants to any company that is a competitor of Aerosonic
A director or employee whose immediate family member serves as a director, officer, employee or consultant of
- a company that does business with Aerosonic,
- a company that seeks to do business with Aerosonic, or
- a company that is a competitor of Aerosonic,
must disclose that information to his/her supervisor and to the Law Department, or in the case of a director, to the Audit Committee of the Board of Directors of Aerosonic, and must comply with any actions Aerosonic decides are necessary to protect against the conflict of interest.
Employees and directors and their immediate family members may not use any confidential information received from Aerosonic for their personal benefit. This includes buying or selling Aerosonic stock while in possession of material non-public information. It also includes disclosing Aerosonic confidential information to persons outside the Company without permission.
Ethical Business Conduct
We expect our directors and employees to act in an ethical manner. We do not attempt to control the private lives of our directors and employees. But we do expect our directors and employees to avoid acting in a way that could damage Aerosonic’s reputation.
Our employees and directors may not drink alcohol while on Company property Our employees and directors may not gamble. Our employees may not possess, use or distribute controlled substances or illegal drugs while on Company property.
We expect our employees and directors to be honest and truthful. During the course of their employment or service as a director of the Company, employees and directors may not steal, lie, falsify documents or prepare or issue any false or misleading reports. As an example, a false expense report would violate this policy.
We expect our employees to work only for Aerosonic during their working hours and our directors and employees to use Company property only for Company business. Except for incidental activities or use, directors and employees may not:
- conduct personal business while on Company property or on Company time;
- use Company property for a non-Company related purpose; or
- sell, loan or dispose of Company property,
unless the employee’s supervisor, or in the case of a director, the Audit Committee of the Board of Directors of Aerosonic International Corporation, has approved.
Directors and employees may not use Aerosonic’s assets to make payments of any kind, whether money, services or property, to:
- Any public official of any country (including government employees, government agents or government consultants),
- Any political party or one of its officers,
- Any candidate for public office, or
- Any employee, agent or representative of any organization seeking or doing business with Aerosonic,
except that employees may pay small gratuities (sometimes called nominal facilitating payments) when required to expedite performance by non-U.S. functionaries of regular duties that are essentially ministerial or clerical in nature, if the employees record those payments in a separate account with an explanation of the payment.
Directors and employees may not pay or offer to pay to individuals or businesses any bribes, kickbacks or any other payment to obtain business concessions. However, directors and employees may offer non-cash gifts of nominal value and may pay for reasonable meals and entertainment when doing so is an appropriate part of their job, does not violate the recipient’s business conduct rules and is done openly.
Contributions made in Aerosonic’s name to candidates for political office, political parties or to any other political organization anywhere in the world, including cash or property contributions, purchases of tickets to fund raising events or purchases of advertising space in programs, must be approved in advance by the V.P. of Sales and Marketing.
All Aerosonic accounts, invoices, memoranda and other documents and records must be prepared and maintained with strict accuracy and completeness. All assets, liabilities, revenues and expenses must be recorded in the regular books of Aerosonic.
Any waiver of this Ethical Business Conflict Policy for executive officers or directors requires the approval of the Audit Committee of the Board of Directors of Aerosonic.
Contact: Roy Robinson, Chairman of the Governance Committee via Dave Felman at Hill Ward Hendeson – 813-221-3900
Definitions
Company- AerosonicCorporation and each of its divisions.
Directors- Members of the Board of Directors of Aerosonic Corporation.
Employees- Officers and employees of AerosonicCorporation or any of its divisions.
Executive Officers- Executive officers of AerosonicCorporation.
Immediate family member- An employee’s spouse, parent, child, brother or sister.
Aerosonic- AerosonicCorporation and each of its divisions.
