Code of Conduct

This Code of Business Conduct and Ethics (the “Code”) is designed to promote honest, ethical and lawful conduct by all employees, officers and directors of Signet Group PLC and all subsidiaries and entities controlled by it (collectively, the “Company”). The Code is intended to help employees, officers and directors understand the Company’s standards of ethical business practices and to stimulate awareness of ethical and legal issues that may be encountered in carrying out their responsibilities.

The actions of every employee, officer and director affect the reputation and integrity of the Company. Therefore, it is essential that each take the time to review this Code and develop a working knowledge of its provisions. In particular, all employees, officers and directors are expected at all times to:

• Avoid conflicts between personal and professional interests where possible;
• Pursue the ethical handling of actual or apparent conflicts of interest when conflicts or appearances of conflicts are unavoidable, including through full disclosure (to a responsible supervisor, the Group Company Secretary or other appropriate internal authority) of any transaction or relationship that reasonably could be expected to give rise to a conflict;
• Provide full, fair, accurate, timely, and understandable disclosure in the periodic reports required to be filed by the Company with regulators and in other public communications made by the Company;
• Comply with applicable governmental rules and regulations;
• Promptly report (to a responsible supervisor, the Group Company Secretary or other appropriate internal authority) any violations of this Code; and
• Be accountable personally for adherence to this Code.

This Code is part of a broader set of Company policies and compliance procedures described in greater detail elsewhere and can be obtained from local human resources departments. In the instance of any conflict between this Code and such other Company policies or compliance procedures, this Code shall prevail.

The Chairman, Chief Executive Officer, Chief Financial Officer and other senior officers of the Company are also subject to the “Code of Ethics for the CEO and Senior Officers”.

It is difficult to anticipate every decision or action that an employee, officer or director of the Company may face or consider. Whenever there is doubt about the right ethical or legal choice to make, fully disclose the circumstances, seek guidance about the right thing to do, and keep asking until guidance is obtained. An employee should make full disclosure to, and seek guidance from, the employee’s supervisor in the first instance. The Group Company Secretary or -- in instances involving accounting practices, internal controls or audits -- the Audit Committee are also avenues to consider.

Those who violate the standards in this Code will be subject to disciplinary action. If you are in a situation that you believe may involve or lead to a violation of this Code, you have an affirmative duty to disclose such situation to, and seek guidance from a responsible supervisor, the Group Company Secretary or other appropriate internal authority. The methods for reporting violations of this Code are set forth in Section 6 of this Code.

Failure to follow this Code, as well as to comply with federal, state, local and any applicable foreign laws, and the Company’s corporate policies and procedures, may result in termination of employment or termination of Board service.

It is the Company’s policy to encourage the communication of bona fide concerns relating to the lawful and ethical conduct of business, and audit and accounting procedures or related matters. It is also the policy of the Company to protect those who communicate bona fide concerns from any retaliation for such reporting. Confidential and anonymous mechanisms for reporting concerns are available and are described in this Code. However, anonymous reporting does not serve to satisfy a duty to disclose your potential involvement in a conflict of interest or in unethical or illegal conduct.

Conflicts of Interest

The Company expects all employees, officers and directors to exercise good judgment and the highest ethical standards in their activities on behalf of the Company as well as in their private activities outside the Company. Particular care should be taken to ensure that no detriment to the interests of the Company (or appearance of such detriment) may result from a conflict between those interests and any personal or business interests which an individual employee, officer or director may have. In particular, every employee, officer and director has an obligation to avoid any activity, agreement, business investment or interest or other situation that might in fact or in appearance cause the individual to place his or her own interests, or those of another, above his or her obligation to the Company. Care should be taken about the appearance of a conflict since such appearance might impair confidence in, or the reputation of, the Company even if there is no actual conflict and no wrongdoing.

While it is not possible to describe or anticipate all the circumstances and situations that might involve a conflict of interest, conflicts may arise where an employee, officer or director, or member of his or her family:

• Solicits or accepts, directly or indirectly, from customers, suppliers or others dealing with the Company any kind of gift or other personal, unearned benefit as a result of his or her position with the Company other than non-monetary items in limited circumstances where it may be customary and appropriate to exchange gifts and entertainment, or to arrange or take part in programs that include meals and lodging
• Enters into personal financial transactions with customers, suppliers or others dealing with the Company that may influence the ability of the employee, officer or director to perform his or her job;
• Has a financial interest in the Company’s competitors, customers, suppliers or others dealing with the Company (excluding interests that are less than 5% of the outstanding securities of a publicly-traded corporation or equivalent percentage of ownership interests in an unincorporated business);
• Has a consulting, managerial or employment relationship in any capacity with a competitor, customer, supplier or others dealing with the Company; including the provision of voluntary services; or
• Acquires, directly or indirectly, real property, leaseholds, patents or other property or rights in which the Company has, or the employee, officer or director knows or has reason to believe at the time of acquisition that the Company is likely to have, an interest.

The key in all situations is to keep an arm’s length relationship and avoid any gifts or events that may give the appearance of undue influence. A personal gift from a customer, supplier or others dealing with the Company, unrelated to a legitimate business event, is not acceptable.

Employees should inform their managers when receiving gifts or gratuities if anyone could perceive a conflict of interest, even if the employee doesn’t believe the favour would violate Company guidelines. Likewise, when unsure about proper conduct, employees should describe the situation to their manager. If more direction is needed, seek input from the Group Company Secretary.

An employee or officer of the Company may not directly or indirectly conduct outside business that interferes with the proper performance of such employee’s or officer’s job at the Company, that is conducted during such employee’s or officer’s normal working hours, or which utilizes Company confidential information or specialized skills and knowledge gained as a Company employee or officer. Employees and officers are expected to disclose the nature of any non-Company activity for which compensation is received.

Employees and officers must obtain approval from the Group Company Secretary before agreeing to serve on the board of directors or similar body of a for-profit enterprise or government agency. Executive directors must obtain the approval of the Chairman and the Board before agreeing to do so. Serving on boards of not-for-profit or community organizations does not require prior approval. However, if service with a not-for-profit or community organization creates a situation that poses a conflict of interest with the Company, the Group Company Secretary should be contacted for approval to continue such service.

In addition, prior to seeking any election or appointment to public office, an employee or officer must notify his or her supervisor to clarify the Company’s position in the event the candidacy is successful or the appointment is made. Written approval must be obtained in advance.

Subject to the limitations imposed by this Code, each employee and officer is free to engage in outside activities that do not interfere with the performance of his or her responsibilities or otherwise conflict with the Company’s interests. Where activities may be of a controversial or sensitive nature, employees and officers are expected to seek the guidance of the Group Company Secretary or other appropriate internal authority before engaging in such activities. No employee, officer or director may use his or her Company position or title or any Company equipment, supplies or facilities in connection with outside activities, nor may any employee, officer or director do anything that might infer sponsorship or support by the Company of such activity, unless such use has been approved in writing by a responsible supervisor, or other appropriate internal authority.

Employees and officers should not solicit contributions or other support from fellow employees, or distribute non-work-related material to fellow employees, during working hours or in areas where work is being performed.

Employees, officers and directors and their families are prohibited from requesting, accepting or offering any form of “under-the table” payment, “kickback,” bribe, rebate, or other improper payment or gratuity in connection with any corporate expenditure or sale of goods or services. If approached with such an offer, the Group Company Secretary, a responsible supervisor, or other appropriate internal authority should be contacted immediately.

No employee, officer or director may accept loans or guarantees of obligations (except from banks or other entities that provide such services in the normal course and at arms’ length) from any individual, organization or entity doing or seeking to do business with the Company. Any offer of such a loan should be reported to a responsible supervisor or other appropriate internal authority.

In all instances where the appearance of a conflict exists, the nature of the conflict must be disclosed to the Group Company Secretary or other appropriate internal authority. Where there is a real or perceived conflict of interest involving a director of the Company, the matter should be referred to the Group Company Secretary for interpretation and discussion with the Chairman of the Audit Committee for resolution.

1. Protection and Proper Use of Company Assets
   
   Every employee, officer and director has a personal responsibility to protect the assets of the Company from misuse or misappropriation. The assets of the Company include tangible assets, such as products, equipment and facilities, as well as intangible assets, such as corporate opportunities, intellectual property, trade secrets and business information (including any non-public information learned as an employee, officer or director of the Company).
   
   Theft/Misuse of Company Assets
   
   The Company’s assets may only be used for business purposes and such other purposes as are approved by the Company. No employee, officer or director may take, make use of, or knowingly misappropriate the assets of the Company, for personal use, for use by another, or for an improper or illegal purpose. No employee, officer or director is permitted to remove, dispose of, or destroy anything of value belonging to the Company without the Company’s consent, including both physical items and electronic information.
   
   Corporate Opportunities
   
   No employee, officer or director of the Company shall for personal or any other person’s or entity’s gain deprive the Company of any business opportunity for benefit which could be construed as related to any existing or reasonably anticipated future activity of the Company. Employees, officers and directors who learn of any such opportunity through their association with the Company may not disclose it to a third party or invest in the opportunity without first offering it to the Company.
   
   No employee, officer or director of the Company may participate in an initial public offering or otherwise accept special investment opportunities from a supplier, vendor (including banks or financial advisers), or customer with whom the Company is doing business or that is seeking to sell products or services to the Company without first disclosing the opportunity to the Group Company Secretary.
   
   Confidential Information/Privacy
   
   No employee, officer or director of the Company who is entrusted with information of a confidential or proprietary nature (about the Company, its suppliers, customers or other constituents) shall disclose that information outside the Company, either during or after service with the Company, except with written authorization of the Company or as may be otherwise required by law. Employees, officers and directors may not use confidential information for their own personal benefit or the benefit of persons or entities outside the Company.
   
   Confidential information includes all non-public information learned as an employee, officer or director of the Company. It includes, but is not limited to: non-public information that might be of use to competitors or of interest to the press or harmful to the Company or its customers, if disclosed; non-public information about the Company’s financial condition, prospects or plans, its marketing and sales programs and research and development information; non-public information concerning possible transactions with other companies or information about the Company’s customers, suppliers or joint venture partners, which the Company is under an obligation to maintain as confidential; and non-public information about discussions and deliberations, relating to business issues and decisions, between and among employees, officers and directors.
   
   Network Use, Integrity & Security
   
   The Company reserves the right to monitor or review any and all data and information contained on any employee’s or officer’s computer or other electronic device issued by the Company and reserves the right to monitor or review an employee’s or officer’s use of the Internet, Company Intranet and Company e-mail or any other electronic communications without prior notice.

    

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   Access to Company systems, will where practical, be revoked and disciplinary action will be taken in the event that such systems are used to commit illegal acts, or to violate the non-discrimination, harassment, pornography, solicitation or proprietary information terms of this Code, or any other terms of this Code.
   
   In order to maintain systems integrity and protect the Company network, no employee or officer should divulge any passwords used to access any Company computer or database. Any suspected breach of the Company’s network security systems should be reported to a responsible supervisor or appropriate internal authority immediately.
   
   All employees and officers should refrain from using or distributing software that may damage or disrupt the Company’s work environment by transmitting a virus or conflicting with Company systems.
   
   No employee or officer should engage in the unauthorized use, copying, distribution or alteration of computer software whether obtained from outside sources or developed internally. All software, including “shareware,” contains terms of use that must be adhered to.

2. Relationships with Customers and Vendors
   
   Fair Dealing
   
   Each employee, officer and director should deal fairly with the Company’s suppliers, customers, competitors and employees. No employee, officer or director should take unfair advantage through manipulation, concealment, abuse of privileged information, misrepresentation of material facts, or any other unfair-dealing practice. Information about the Company’s suppliers, customers, competitors and employees must be used in an ethical manner and in compliance with the law. Under no circumstance should information be obtained through theft, illegal entry, blackmail, or electronic eavesdropping, or through misrepresenting affiliation with the Company or identity. Any confidential or proprietary information should not be used if it is suspected that such information has been obtained improperly.
   
   Similarly, each employee, officer and director must respect and protect any confidential or proprietary information shared with the Company unless disclosure is necessary to comply with statutory requirements, subpoenas, court orders or properly authorized government investigations. This information should not be released without proper authorization and should be used for legitimate business purposes only. Employees and officers should not divulge any proprietary information about their former employers, nor shall any employee, officer or director ever ask them to.
   
   False or misleading statements to sell or market Company products or services are to be strictly avoided. Immediate efforts should be made to correct any misunderstanding that may exist with a customer or potential customer.
   
   Trade Practices and Antitrust Compliance
   It is the Company’s policy to compete solely on the basis of its superior and innovative products and services, through the efforts and contributions of its employees, officers and directors, and to avoid improper actions that unreasonably restrain trade. Every Company unit and employee, officer and director is expected to support Company efforts to compete vigorously in the marketplace in compliance with both the letter and the spirit of all applicable federal, state and foreign antitrust laws.
   
   Whenever any doubt exists as to the legality of any communication, action, arrangement or transaction in this respect, please contact the Group Company Secretary immediately. To avoid even the perception of unlawful conduct, employees should avoid: (a) discussing with a competitor prices, costs, production, products and services, bidding practices, other non-public business matters, territories, distribution channels or customers and (b) restricting the right of a customer to sell or lease a product or service at or above any price. In addition, other than in the ordinary course of business, the following practices should not be engaged in without advanced written approval by the Group Company Secretary: (a) conditioning the sale or lease of a product or service on the sale or lease of another product or service (“tying”); (b) conditioning the purchase, sale or lease of a product or service on a reciprocal agreement with a customer or supplier; (c) entering into an exclusive dealing arrangement with a customer (including a lessee) or supplier; (d) limiting a customer (including a lessee) as to the territories in which, or the customers to whom, a product or service can be resold or leased and (e) discriminating in the prices or allowances offered to competing customers (including lessees).

    

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   Documentation
   
   Employees, officers and directors who are authorized to make expenditures or enter into transactions on behalf of the Company must ensure that the applicable records comply with the Company’s accounting and purchasing policies and that all transactions are recorded properly.

3. Compliance with Other Laws, Rules & Regulations
   
   The Company requires its employees, officers and directors to comply with all applicable laws, rules and regulations in countries where the Company does business. Violation of domestic or foreign laws and regulations may subject an individual, as well as the Company, to civil and/or criminal penalties.
   
   To comply with the law, employees, officers and directors must learn enough about the national, state and local laws that affect the Company to spot potential issues and to obtain proper guidance on the right way to proceed. This means, for example, that employees and officers whose day-to-day work is directly affected by particular laws have a responsibility to understand them well enough to recognize potential problem areas and to know when and where to seek advice. When there is any doubt as to the lawfulness of any proposed activity, advice should be sought from the Group Company Secretary or the US divisional general counsel.
   
   Employees, officers and directors are strongly encouraged, and indeed have an obligation, to raise concerns promptly when they are uncertain as to the proper legal course of action or they suspect that some action may violate the law.
   
   Certain legal obligations and policies that are particularly important to our business and reputation are summarised below. Further information on any of these matters may be obtained from the Group Company Secretary.
   
   Insider Dealing and Fair Disclosure
   
   No employee, officer or director may deal or attempt to deal in securities while in possession of inside information (“insider dealing”) or disclose inside information to another other than in the proper performance of his/her employment, profession or duties (“improper disclosure”). Inside information is any information that is not generally available, is precise in nature and would, if generally available, be likely to have a significant effect on the price of a company’s securities. Insider dealing and improper disclosure are both unethical and illegal.
   
   Accordingly, no employee, officer or director of the Company may: (a) deal in securities of the Company or any other company while in possession of inside information with respect to that Company; (b) recommend or suggest that anyone else buy, sell, or hold securities of any Company while the employee is in possession of inside information with respect to that Company (this includes formal or informal advice given to family, household members and friends); or (c) disclose inside information to anyone, other than those persons who need to know such information in order for the Company to properly and effectively carry out its business (e.g., to lawyers, advisers and other Company employees working on the matter). Where inside information is permitted to be disclosed, the recipient should be advised of its non-public nature and the limitations on its use. Any questions as to whether information is inside information should be directed to the Group Company Secretary. For additional information, see also the Company’s Code for Securities Transactions, available from the Group Company Secretary.
   
   Additionally, all employees, officers and directors must provide full, fair and accurate disclosure in all government filings and public communications.

    

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   Inquiries from the Media and Public
   
   Employees are not authorized to answer questions from the media, analysts, investors or any other members of the public. If you should receive such an inquiry, you must record the name of the person and immediately notify the Investor Relations Director or if appropriate the authorised divisional spokesperson.
   
   Foreign Corrupt Practices Act
   
   The Company strictly prohibits giving anything of value, directly or indirectly, to a governmental official, agent or employee anywhere in the world in consideration for such official’s, agent’s or employee’s assistance or influence (including the failure by such individual to perform his/her official duty), the purpose of which is to obtain favoured treatment with respect to any aspect of the Company’s business. Under no circumstance is it acceptable for any employee, officer or director to offer, give, solicit or receive any form of bribe, kickback, payoff, or inducement.
   
   As a company subject to registration in the U.S., the Company is subject to the Foreign Corrupt Practices Act, which as a general rule, makes it illegal for companies and individuals to make, or offer to make, payment, directly or indirectly, to foreign governmental officials for the purposes of obtaining, retaining or directing business. Other countries have adopted similar legislation.
   
   Political Contributions and Activities
   
   In the United States, federal and many state laws prohibit corporations from making political contributions. No direct or indirect political contribution (including the use of Company property, equipment, funds or other assets) of any kind may be made in the name of the Company, or by using Company funds, unless the Group Company Secretary or his/her designee has certified in writing that such political contribution complies with applicable law. When such permission is given, such contributions shall be by cheque to the order of the political candidate or party involved, or by such other means as will readily enable the Company to verify, at any given time, the amount and origin of the contribution.
   
   Subpoenas and Government Investigations
   
   As a general matter, it is the Company’s policy to cooperate in any government investigations and inquiries. All subpoenas, information document requests, or other inquiries should be referred immediately to Group Company Secretary or if appropriate to the divisional general counsel.
   
   International Business Dealings
   
   Specific laws and regulations apply to participation in international business. Employees and officers involved in foreign business transactions must be fully familiar with, and strictly adhere to, all applicable foreign and domestic laws and regulations. Employees and officers involved in international business matters must, at a minimum, be aware of regulations, anti-boycott provisions, Treasury Department Office of Foreign Assets Control restrictions, and applicable trade embargoes in force.
   
   Maintaining a Safe, Healthy and Affirmative Workplace
   
   The Company is an equal opportunity employer and bases our recruitment, employment, development and promotion decisions solely on a person’s ability and potential in relation to the needs of the job, and complies with local, state and federal employment laws. The Company, where possible, make reasonable job-related accommodations for any qualified employee or officer with a disability when notified by the employee that he/she needs an accommodation.
   
   The Company is committed to a workplace that is free from sexual, racial, or other unlawful harassment, and from threats or acts of violence or physical intimidation. Abusive, harassing or other offensive conduct is unacceptable, whether verbal, physical or visual. Any person who believes that they have been harassed or threatened with or subjected to physical violence in or related to the workplace should report the incident to an appropriate supervisor or Human Resources, who will arrange for it to be investigated. All efforts will be made to handle the investigation confidentially.
   
   The Company will not tolerate the possession, use or distribution of pornographic, racist, sexist or otherwise offensive materials on Company property, or the use of Company personal computers or other equipment to obtain or view such materials. All employees and officers must promptly contact an appropriate supervisor or Human Resources about the existence of offensive materials, especially child pornography, on the Company’s systems or premises so that appropriate action may be taken, including notifying the proper authorities if necessary.
   
   The Company is committed to providing a drug-free work environment. The illegal possession, distribution, or use of any controlled substances on Company premises or at Company functions is strictly prohibited. Similarly, reporting to work under the influence of any illegal drug or alcohol and the abuse of alcohol or medications in the workplace are not in the Company’s best interest and violates this Code.
   
   All accidents, injuries, or concerns about unsafe equipment, practices, conditions or other potential hazards should be immediately reported to an appropriate supervisor or Human Resources.

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4. Accounting Practices, Books & Records and Record Retention
   
   It is the policy of the Company to fully and fairly disclose the financial condition of the Company in compliance with applicable accounting principles, laws, rules and regulations and to make full, fair, accurate timely and understandable disclosure in our periodic reports filed with the Securities and Exchange Commission and in other communications to securities analysts, rating agencies and investors.
   
   All employees, officers and directors -- and, in particular, the chairman, the chief executive officer, the chief financial officer, the controller and the principal accounting officer -- have a responsibility to ensure that the Company’s accounting records do not contain any false or intentionally misleading entries. We do not permit intentional misclassification of transactions as to accounts, departments or accounting periods and, in particular:

• All accounting records, as well as reports produced from those records, are to be kept and presented in accordance with the laws of each applicable jurisdiction;
• All records are to fairly and accurately reflect the transactions or occurrences to which they relate;
• All records are to fairly and accurately reflect in reasonable detail the Company’s assets, liabilities, revenues and expenses;
• No accounting records are to contain any intentionally false or misleading entries;
• No transactions are to be misclassified as to accounts, departments or accounting periods;
• All transactions are to be supported by accurate documentation in reasonable detail and recorded in the proper account and in the proper accounting period;
• All accounting records are to comply with generally accepted accounting principles; and
• The Company’s system of internal accounting controls, including compensation controls, is required to be followed at all times.

Any effort to mislead or coerce the independent auditors or a member of internal audit staff concerning issues related to audit, accounting or financial disclosure has serious legal consequences for the perpetrator, including criminal sanctions, and for the Company and is strictly prohibited. If you become aware of any violation of this policy, you must report the matter immediately to the Group Company Secretary or the Chairman of the Audit Committee.

To the Group Company Secretary as follows:
The Group Company Secretary
Signet Group plc
15 Golden Square
London
W1F 9JG

To the Chairman of the Audit Committee as follows:
The Chairman of the Audit Committee
Signet Group plc
15 Golden Square
London
W1F 9JG

Compliance with the Company’s Records Retention Procedures is mandatory. Destroying or altering a document with the intent to impair the document’s integrity or availability for use in any potential official proceeding is a crime. Prior to the destruction of corporate records, all employees must consult an appropriate supervisor manager to ensure compliance with these policies. Documents relevant to any pending, threatened, or anticipated litigation, investigation, or audit shall not be destroyed for any reason. Any belief that Company records are being improperly altered or destroyed should be reported to a responsible supervisor, the appropriate internal authority or the Group Company Secretary.

Consistent with the reporting and recordkeeping commitments discussed above and elsewhere in this Code, all employees, officers and directors should accurately and truthfully complete all records used to determine compensation or expense reimbursement. This includes, among other items, reporting of hours worked (including overtime), reimbursable expenses (including travel and meals), and sales activity.

5. Scope

If employees have questions regarding any of the standards discussed or policies referenced in this Code or are in doubt about the best course of action in a particular situation, the employee should refer to the reporting requirements for that goal or standard as stated in this Code, or the reporting requirements set forth in a specific Company Policy and contact the person or party designated.

This Code is not intended to supersede or materially alter Company policies and procedures already in place and communicated to Company employees. Certain policies referred to herein are contained in their entirety in the relevant policy document.

Any waivers of this Code may be made only by the Board of Directors. Any waivers for officers or directors, including the chairman, chief executive officer, chief financial officer, comptroller or chief accounting officer, must be promptly disclosed as required by applicable law and/or stock exchange regulation.

6. Duty to Report Violations

Each employee, officer and director is responsible for promptly reporting to the Company any circumstances that such person believes in good faith may constitute a violation of this Code, or any other Company policy, or applicable law, regulations and rules. Except as provided in the next paragraph, suspected policy violations may be reported (including confidential and anonymous reports) either on the divisional TIPs/whistleblowing telephone lines (UK: The Signet Trading TIP Line: calling in the UK: 0808 100 3323 calling to the UK: + 44 808 100 332 US: The Sterling TIPS Line: calling in the US: 800 984 8477 Calling to the US: 011 800 984 8477) or by telephone 011 44 (0) 20 7287 4493, e-mail mark.jenkins@signet.co.uk, or letter to the Group Company Secretary (to the attention of Mark Jenkins) at the Company’s executive offices, which are located at 15 Golden Square, London, W1F 9JG.

Any complaint regarding accounting, internal accounting controls or auditing matters (including confidential and anonymous complaints) should be reported by telephone on telephone number 011 44 (0) 20 7287 4493, monitored for reporting to the Company’s Audit Committee, or by letter to the Audit Committee, as follows:

Chairman of the Audit Committee
Signet Group plc
15 Golden Square
London
W1F 9JG

No retribution against any individual who reports violations of this Code in good faith will be permitted, and mechanisms for reporting in a confidential and anonymous manner are noted above. Every effort will be made to investigate confidential and anonymous reports within the confines of the limits on information or disclosure such reports entail. While self-reporting a violation will not excuse the violation itself, the extent and promptness of such reporting will be considered in determining any appropriate sanction, including dismissal. The Company will investigate any matter which is reported and will take any appropriate corrective action.

7. Violations of this Code

Allegations of Code violations will be reviewed and investigated by the Group Company Secretary or, in appropriate circumstances, by the Company’s Audit Committee. Violations of this Code may result in, among other actions, suspension of work duties, diminution of responsibilities or demotion, and termination of employment.

Updated February 2006

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