Introduction

Sigor Corporation must act in an honest and ethical manner at all times. The ethical behavior due to cultural diversity periodically is not consistent with the local law and makes it difficult to determine whether an action is lawful. Sigor Corporation developed a Code to assist employees in making decisions related to their day-to-day operations.  This Code is applicable to all Sigor Corporation employees full-time and part-time not excluding Executive Officers. This Code was developed throughout extensive consultations with industry representatives. The comparison of our policies of business practices to those of other international companies mainly in the USA and Europe were conducted. It is appropriate to ask your manager or one of the company’s attorneys about internal policies and the company’s culture if your hiring manager has not already introduced you to it. Every employee who has executive or managerial responsibilities is expected to communicate this Code to employees reporting to him or her and will be required to sign an annual acknowledgment of adherence to the Code. All the reports related to misconduct will be reviewed by the Board of Directors and appropriate actions will be taken. Failure to seek timely advice will not be accepted as an excuse to violate the Code.
 

World Wide Activities

Sigor Corporation will comply with the laws applicable to the Company's business in the countries in which it operates. The company and its employees will comply with all legal requirements applicable to our business. Not knowing the local law does not release anyone from being held responsible for their actions. Each employee must comprehend the laws that govern his or her work. Unlawful conduct will not be tolerated and legitimate corporate objectives can not be used as an excuse. It is always useful to consult with your manager about the law that governs your daily activities. In cases when timely legal advice is not possible, employees should act in the manner in which they will not hesitate to disclose the details of their behavior publicly.
 

Public Officials and Public Relations

Payments or gifts to public officials, whether or not through an agent or joint venture partner, are not permitted except under specific and limited circumstances. Under no circumstances should a payment or gift be made or offered to a public official with a view to assisting Sigor Corporation to obtain or retain business, or to effect the enactment or enforcement of any laws. Participation, whether directly or indirectly (e.g., through the use of an intermediary), in any bribe, kickback or payment is prohibited. In those countries where Sigor Corporation does or plan to conduct business, government employees may expect small "facilitating payments" for expediting routine governmental actions that they are required to perform anyway. Sigor Corporation is opposed to make facilitating payments and every reasonable effort should be made to minimize such payments. These payments may however be part of the locally understood and accepted compensation arrangements for these officials, and as a practical matter are sometimes unavoidable. These facilitating payments may only be made when all of the following conditions are met:

·      The action or service required is clearly necessary and represent essential business needs for Sigor Corporation;

·      There is no reasonable alternative other then to make the payment;

·      The facilitating payment is not being made for corrupt motives (i.e., to convince the official to misuse his or her official position);

·      The facilitating payment cannot reasonably be expected to expose neither Sigor Corporation nor its employees to prosecution;

·      Approval of the payment has been obtained from senior management of the country concern;

·      The amount is consistent with what is customarily paid in such circumstances and appropriate accounting records created for taxation purposes.

Appointments of agents or other representatives including joint venture partners should be approved by the senior manager and company’s legal representative of the related Company office to ensure compliance with Sigor Corporation’s legal obligations. The alternative way of gaining a government's respect and confidence, the Company encourages open and transparent contributions to good works such as charities, education or non-government organizations that benefit the community as a whole, as well as, Sigor Corporation’s reputation.
 

Political Contributions

The Company encourages employees to participate in political activities, provided that they do not involve the use of Company funds, time, equipment, supplies, facilities, or other resources. Each employee is encouraged to participate in the electoral process as a citizen and to fully exercise his or her right to vote, they should ensure that it is clear that they are acting on their own behalf and not as a representative of the Company.
 

Gifts or Benefits

Employees shall not offer or give on behalf of Sigor Corporation extravagant gifts or excessive entertainment or benefits to others. Modest gifts and reasonable entertainment are allowed to be given for business purposes by appropriate employees, where legally permitted and in accordance with local business practices, to persons or entities doing business or seeking to do business with Sigor Corporation. Cash or cash value vouchers are not to be given. Gifts or entertainment given on behalf of Sigor Corporation should be of a nature and amount that avoid embarrassment and would not reflect unfavorably on Sigor Corporation or the recipient, if subjected to public scrutiny. Employees must not use their position to obtain personal gain or benefit from those doing or seeking to do business with Sigor Corporation. Employees are required to select and deal with suppliers, customers and others doing or seeking to do business with Sigor Corporation in a completely impartial manner. The modest gifts and reasonable entertainment may be received from business associates of Sigor Corporation. Cash or cash value vouchers are not to be accepted. Gifts or benefits of a more substantial nature from customers or suppliers are not encouraged. However, occasionally there are special circumstances that may apply (e.g., developing a business relationship) and, in such cases, permission must be obtained from your manager. Employees must not use their position to obtain personal gain or benefit from companies or others doing or seeking to do business with Sigor Corporation.
 

Conflicts of Interest

Sigor Corporation recognizes and respects an employee's right to take part in financial, business and other activities outside their jobs, but these activities must be free of conflict with their responsibilities as Sigor Corporation employees. Employees must avoid acquiring any interests or participating in any activities that would tend:

·      To create an obligation or distraction which would affect their judgment or ability to act solely in the Company's best interests;

·      To deprive Sigor Corporation of the time or attention required to perform their duties properly;

·      Create ownership or an ownership interest in a competing business.

All employees must disclose to their manager, in writing, all business, commercial or financial interests or activities where their activities might reasonably be regarded as creating an actual or potential conflict with their duties of employment. Every employee of the Company who has executive or managerial responsibility is required to see that actions taken and decisions made within his or her jurisdiction are free from the influence of any interests that might reasonably be regarded as conflicting with those of Sigor Corporation. Employees must do more than merely act within the law. Not only actual conflicts of interest, but the very appearance of conflict, must be avoided.

·      The holding, directly or by a member of the employee's immediate or competing with the company include: family (e.g. spouse, children, parents, brothers, sisters), of a substantial financial interest in any business entity that does or seeks to do business with, or is in competition with, Sigor Corporation. A substantial financial interest will be presumed where ownership is in excess of 1% in a company traded on a stock exchange and the investment constitutes more than 5% of the employee's total assets, or where an ownership interest in any other business contributes more than 10% of the annual income of the employee and his or her immediate family;

·      A profit-sharing arrangement, creditor/debtor relationship with such an entity;

·      The acceptance of any loan, service or other benefit from any such entity (other than borrowing on commercial terms from entities that are in the business of lending).

Confidential and Proprietary Information

The Company's records, reports, papers, processes, plans and methods are proprietary and confidential unless previously published. Employees are prohibited from revealing information concerning such matters without proper authorization. Proprietary information developed or acquired by Sigor Corporation, including trade secrets and other technical, financial and business information, is a valuable asset that must be kept confidential and protected against theft, loss or misuse. Confidential or proprietary information must never be used for personal gain. The disclosure of Sigor Corporation’s confidential or proprietary information to external entities (other than approved auditors, lawyers or banking institutions) must be authorized by a President and should be limited to those who have a strict "need-to-know" requirement. Any disclosure to these external entities must be made subject to the completion of a confidentiality agreement restricting the recipient from disclosing or using the information in an unauthorized manner. Sigor Corporation retains the exclusive proprietary right to any information developed by employees in the course of their employment with Sigor Corporation. Examples may include inventions, designs, discoveries or software programs.
 

Insider Trading

Employees are encouraged to invest in Sigor Corporation’s shares, but must avoid trading when in possession of confidential material information which, if generally available, would reasonably be expected to either have an effect on the market price or value of those shares or affect an investor's decision as to whether to buy, sell or hold Sigor Corporation’s shares. Such activity is self-evidently unethical. Employees must exercise the highest degree of caution if they are aware of price-sensitive information.
 

Information Systems

Sigor Corporation’s computers and information systems are valuable assets of the company and their use must be in accordance with company policies designed to protect the integrity of those systems and associated data. Company’s policies are:

·      Employees are responsible for protecting and maintaining the confidentiality of company information which is communicated or stored using these systems, including use of passwords and properly secured communication methods;

·      For employees that have access to company information systems modest personal use is permitted if it is unrelated to outside business activities, does not interfere with company business or the performance of work responsibilities, and is not performed during working hours;

·      All computer software used on the company's computers must be properly licensed. Employees who illegally copy software in the course of their employment expose not only themselves, but the company, to potential significant liability, as an employer may also be held liable for the actions of its employees;

·      Employees are not permitted to load computer software onto their company computer without the permission of the Information or Business Systems manager for the relevant company office;

·      Messages created, distributed or stored on either the electronic mail or automated voice mail systems are considered the property of Sigor Corporation. Sigor Corporation reserves the right to access messages. This access is necessary for many reasons, including the investigation of breaches of security or corporate procedures or to respond to external requests for information that Sigor Corporation is legally required to provide. Offensive material (e.g., pornography, hate literature, etc.) is not permitted on Sigor Corporation systems;

·      Sensitive transactions  (e.g. take-over bids, acquisitions, etc.)  must not be conducted electronically unless an appropriate level of security is implemented to protect the confidentiality of the material.

Financial Controls and Records

All accounting and financial records must be maintained to accurately reflect all company transactions in order to meet statutory requirements and to ensure proper preparation of the company's financial statements. All transactions affecting the company must be properly authorized, approved, and recorded in accordance with both the relevant generally accepted accounting principles and the highest standards of integrity. There shall be no cash funds, bank accounts, investments or other assets which are not recorded or are inadequately recorded in the company's accounting records. Accounting and financial records must be adequately protected from destruction or tampering. Each operating unit is responsible for the design, implementation and maintenance of adequate systems of internal accounting and administrative controls. The accounting and financial records must also be retained for a sufficient period of time to meet both the relevant local legal requirements and those required by Sigor Corporation corporate office. All employees are responsible for establishing and maintaining an effective system of accounting and administrative controls in the area of their responsibility. The objective of these controls is to provide assurance that all assets are adequately protected, properly used and the financial records accurately reflect the assets and liabilities of the company. Management of every regional office is responsible for knowing what can go wrong in their area of responsibility, and to be alert for symptoms of wrongdoing, loss or errors. Accordingly they are expected and authorized to intervene to investigate and take action in situations at operations within their region where they believe financial controls are not meeting standards or are at risk. Questions relating to accounting and financial records should be referred to the Chief Financial Officer or equivalent senior financial executive with responsibility for the relevant region, all of whom have available copy of the Financial Control Policies. There must be no concealment of information from Sigor Corporation’s internal or external auditors or Legal Counsel. Internal control provides Sigor Corporation with a system of checks and balances to assist in ensuring that accounting and administrative policies are complied with throughout the company. This is not only a good business practice, but also ensures compliance with the various securities and tax laws to which Sigor Corporation is subject.
 

Commitments

Sigor Corporation is committed to it policy. The key elements of this policy are:

·      Corporate Commitment: An effective management system based on ethical conduct to continuously improving performance; integration of sustainability as an essential element in the duties of all employees;

·      Public Responsibility: Communication with stakeholders and working towards consensus based on honest discussion and a mutual understanding of concerns and needs;

·      Social Progress: Contribution to the quality of life of employees, local communities and host countries, while respecting their cultures, needs and priorities;

·      Environment: Protection of human health and ecosystem;

·      Economic Benefits: Integration of our activities with the economic development objectives of local communities and host countries in which we operate.

Harassment or Discrimination

The Company will not permit discrimination, intimidation or harassment of, or by, employees on the basis of race, gender, marital status, national origin or religious beliefs or on the basis of any other personal characteristics protected by law. Discrimination is not permitted at any level of the Company or in any part of the employment relationship. This includes areas such as recruitment, promotion, training opportunities, salary, benefits and terminations. Sigor Corporation’s employees are required, to sustain an environment that encourages personal respect and mutual trust. All the differences between individuals, such as in race, gender, religion and physical limitations, are to be respected. Employees can expect to have their dignity honored and their rights protected. Employees are entitled to freedom from sexual and all other forms of personal harassment.
 

Health and Safety

Sigor Corporation will provide safe and healthy working conditions, develop, maintain and promote safe and productive work practices in all aspects of its business and comply with all occupational health and safety laws and regulations governing its activities. Sigor Corporation considers the safety and health of its employees to be of utmost importance in the efficient conduct of its business, and believes that management and each and every employee have a shared responsibility in the promotion of health and safety in the workplace. Some points of Sigor Corporation Safety Policy include:

·      That safety and occupational health considerations are an integral part of all our activities;

·      That safe work practices and procedures be established for each activity where potential risks occur, and that each employee be required to follow those practices and procedures;

·      That each employee is provided with appropriate information, training and protective equipment so that assigned work can be carried out in a safe and productive manner.

Compliance with the Code

The Code of Business Conduct is a public document. All employees who are aware of any breaches of this Code must report the matter immediately to their manager. Sigor Corporation views breaches of the Code by employees as serious misconduct. Employees who breach the policies outlined in the Code may be subject to disciplinary action up to and including dismissal. If the situation involves a violation of law, the matter may also be referred to the appropriate law enforcement authority for consideration. The employee’s manager should promptly discuss the reported breach with the Senior Legal Counsel in order that its legal significance to Sigor Corporation can be properly assessed. The manager shall submit for approval to the next higher level of management his or her written recommendation as to what action should be taken. All employees who have executive or managerial responsibilities are required to sign an annual acknowledgement of adherence to the Code. The completed Acknowledgement must be submitted to the Senior Manager by January 13th of each year.

No retaliatory action will be taken or permitted against an employee making good faith reports of a suspected breach of the Code.