Standards of Business Conduct Policy (Code of Ethics)

We are committed to ensuring that our business is conducted in all respects according to rigorous ethical, professional and legal standards. Adherence to applicable local laws and regulations, and the application of common sense, logic and the basic standards of behavior expected in the society we participate in, should guide each associate in determining the correct course of action that supports these standards in their daily working lives.

The standards of business conduct for MJC & Associates, Inc., set out below, provide associates with guidance on their personal conduct. While it is impractical to try to cover every potential circumstance, the following descriptions of the standards are intended to assist associates. A guiding principle should be that neither our overall integrity nor our local reputation would be damaged if full details of the business practice or transaction were publicly disclosed.


All associates should avoid situations where personal interests could conflict, or appear to conflict, with the interests of MJC & Associates, Inc. Our reputation depends not only on our high-quality services and products but also on the manner in which we conduct our relationship with suppliers, government officials, organizations and others outside our business. Each associate must ensure that his/her conduct does not provide, or give the appearance of providing, him/her with personal gain at the expense of the Company or external business contact.

Making or receiving of illegal payments or inducements, such as bribes, are contrary to the policy of MJC & Associates, Inc. and the funds and resources of the business shall not be used directly or indirectly for any such purpose. It is our policy not to make any donations to political parties, PACs and campaigns.

MJC & Associates, Inc. and its associates must observe the laws, rules and regulations of each country in which they operate. If there is any doubt guidance should be sought from the line manager who will decide whether to obtain specific legal advice.

Associates who are involved in the preparation of any information that will be included in any public communication to stakeholders or in any document or report that will be filed with the New York Stock Exchange or other listing authority must ensure that such information is full, fair, timely and understandable. All such public communications may only be made through the President & CEO and/or MJC & Associates, Inc. Board of Directors.

Associates must not disclose unpublished “price sensitive” information to any person, whether an associate. All non-public information should be considered inside information and should never be used for personal gain and in many countries such action is unlawful.

No associate shall without proper authority access, modify, disclose or make use of any trade secrets, confidential commercial business or personal information for any purpose other than legitimately carrying out his or her duties. The obligation of confidentiality extends after associates cease working for MJC & Associates, Inc. and covers disclosure to others.

Our assets provide us with the foundation to provide our services worldwide. Each associate is responsible for the protection and wise stewardship of our assets. This includes being responsible for the establishment of, and adherence to, procedures that ensure our assets are not put in jeopardy or used wastefully. Whether it is responsibility for, for example, office maintenance, energy conservation, security, protection of information or effective control procedures (including personal expenses), every associate must seek to use all our resources with efficiency, honesty and the highest standards of care.

All associates are prohibited from taking for themselves business opportunities that arise through the use of corporate property, information or position. This includes obtaining personal gain or competing with the Company.

Each associate has the responsibility to ensure there are no compromises in delivering the highest standard of services and products and that every aspect of our operations which impacts upon quality promotes and reflects these standards. No one should take unfair advantage of anyone through manipulation, concealment, abuse of privileged information or misrepresentation of material facts.

The giving and receiving of gifts, entertainment and gratuities between associates and suppliers or other outside business acquaintances represents a source of potential conflict of interest. Any significant gift likely to be deemed as influential upon decision making is unacceptable.

We call our employees associates because, for an organization to thrive, everyone must operate as if though they are also primarily responsible for the success or failure of the enterprise. As associates, we should treat each other with respect, courtesy and decency. Disparagement, harassment or negative comments regarding fellow associates or business contacts are inconsistent with these standards and every associate should refrain from, and should discourage, such behavior.

MJC & Associates, Inc. is committed to offering equal employment opportunity, including access to training, development and promotion opportunities, based upon the position and each associate’s abilities, performance and commitment to these standards. Specifically, it is contrary to these standards for there to be any discrimination that contradicts our Human Resources Policy.

Each associate is to ensure that his/her conduct does not place their personal safety or the safety of others in jeopardy. This requires an active participation in maintaining a safe working environment and includes observance of established safety procedures and making recommendations for changes where they are needed. In all circumstances, including when traveling on Company business, each associate is to conduct himself/herself in a professional, mature and responsible manner always.

All associates are expected to comply with MJC & Associates, Inc.’s standards of business conduct policy. Failure to do so will result in disciplinary action being taken which in the case of serious breaches could lead to dismissal.

MJC & Associates, Inc. must be made aware of failure to adhere to the above standards, including any issues relating to accounting, internal controls and auditing matters. The details of any concern can be reported on a confidential or anonymous basis and should be reported honestly, accurately and without malice. In the first instance, any concerns should be raised with the individual’s manager, director in charge or any other senior person within MJC & Associates, Inc. with whom the associate feels comfortable. They will either act on the information or pass it to the relevant person who can deal with it.

If the matter is not dealt with in a manner the associate feels is appropriate, or it is not possible to discuss the matter with the manager for any reason, the matter should be reported to the CEO. If the matter relates to the CEO or another main Board Director, they will also report the matter to the Chairman or if appropriate a Senior Independent Director. Also, any issues, including those handled locally, relating to accounting, internal controls and auditing matters should be notified to the CPA supporting the business at the time they are reported to the Company.

Associates should be satisfied that, in making a disclosure, they are acting in good faith and genuinely believe that the information and allegations are substantially true. MJC & Associates, Inc. will respect the wishes of associates raising concerns if they ask for anonymity or confidentiality, but the Company may need to act publicly to protect its associates, clients and businesses. Appropriate steps will be taken to ensure that the working environment and/or working relationship are not prejudiced as a result of the disclosure.

MJC & Associates, Inc. may also take advantage of the full range of disciplinary sanctions against any associate who acts or attempts to act in a way prejudicial to another associate or executive as a result of them making a qualifying disclosure, which may ultimately result in reporting their actions to the appropriate regulatory/enforcing body.

We reserve the right to treat malicious or false allegations under the appropriate local disciplinary procedure.

Every associate, executive and officer of MJC & Associates, Inc. is expected to comply with these standards and to behave in a mature, professional and responsible manner.

Any amendments to the policy must be approved by the Board.

The CEO is the sponsor of MJC & Associates, Inc.’s standards of business conduct policy.

All associates are responsible for implementing, promoting and monitoring compliance with the policy throughout the business.

Associates shall report compliance with MJC & Associates, Inc.’s standards of business conduct policy annually through the Company Secretary.