COMPLIANCE WITH LAWS, RULES AND REGULATIONS. Obeying the law, both in letter and in spirit, is the foundation on which the Company’s ethical standards are built. In conducting the business of the Company, the Covered Parties shall comply with applicable governmental laws, rules and regulations at all levels of government in the United States and in any non-U.S. jurisdiction in which the Company does business. Although not all Covered Parties are expected to know the details of these laws, it is important to know enough about the applicable local, state and national laws to determine when to seek advice from supervisors, managers or other appropriate personnel. The document “Prohibited Business Practices Policy” sets forth the Company’s policy on compliance with laws, specifically addressing such topics as prohibited offers or payments, gifts and entertainment, transactions with certain countries and persons, accounting controls, and accurate record-keeping. This Policy is furnished to senior managers and available to all employees.
US TRADE SANCTIONS AND EMBARGOES. The U.S. Government has instituted trade sanctions and embargoes that restrict certain imports, exports and transactions for reasons of foreign policy and national security. The targets 1 of sanctions or embargoes may be (1) foreign countries, (2) political organizations, or (3) particular foreign individuals and entities, such as narcotics traffickers or terrorists.
TRANSACTIONS WITH CUBA, NORTH KOREA AND IRAN. When transactions are effected by foreign subsidiaries of U.S. companies, U.S. law may be violated if U.S. Persons of those subsidiaries, including any U.S. Nationals who are officers, directors, employees or agents of a Richline Company, are involved in such transactions. Similarly, if U.S. Persons affiliated with foreign subsidiaries (of U.S. companies) approve or facilitate those transactions, including Berkshire or any of its officers, directors, employees or agents (that are U.S. Persons), U.S. law may be violated. To prevent such violations of U.S. law, no U.S. Person shall engage in, facilitate or approve a transaction with any such designated country, organization or national without the express prior authorization of the Richline [VP of Compliance] [CFO]. Any such transaction and any transaction with Cuba or North Korea prohibited or proscribed as described hereunder is a “prohibited transaction.”
The term “sensitive payments” is commonly used to describe a broad range of corporate dealings that are generally considered to be illegal, unethical or immoral or to reflect negatively on the integrity of management. Such payments are usually in the nature of kickbacks, bribes or payoffs to influence a decision affecting a company’s business or for the personal gain of an officer or employee.
No Richline Company should make sensitive payments, and Covered Parties who either make or receive such payments shall be subject to appropriate disciplinary action. In addition, any out-of-the-ordinary payment made from funds of a the Company for the purpose of obtaining or retaining business or unduly influencing some matter (such as a tax decision) in favor of such company should be considered a “sensitive payment” and is prohibited. Note that such a payment can take the form of extravagant entertainment or a gift of significant value as described below. Likewise, employees may not accept anything of value either for themselves or for others in return for favorable treatment from customers or suppliers. All contacts and dealings with customers and suppliers must be conducted so as to avoid even the appearance of impropriety. If any question exists as to the propriety of any proposed transaction or payment, the matter should be referred to the management of the Company or to the [VP of Compliance] [CFO] prior to entering into the transaction or making the payment.