3). In addition, the Company strongly believes in fair dealing and has it made a central part in the Code. Each employee, officer and director should endeavor to deal fairly with the Company's customers, suppliers, competitors, officers and employees. None should take unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts or any other unfair dealing practice. Stealing proprietary information, misusing trade secret information that was obtained without the owner's consent, or inducing such disclosures by past or present employees of other companies is prohibited (see Durect, 2012, p. 2). Training and Education: The Company has designated Mr. XYZ as Chief Compliance Officer to administer this Code. In addition, the company conducts three mandatory and educational activities annually as reminders about our commitment to ethics and business conduct standards at the Company. Annual activities include Recommitment to Ethics, Code of Conduct and the Ethics Challenge. The Recommitment to Ethics event is a designated time for employees to gather as a team to recommit to the Boeing values and to discuss personal, co-worker and customer responsibilities. Recommitment is led by senior executives (Compliance Committee) and includes leadership affirmation and participation at all levels of the organization. The annual Ethics Challenge training educates employees about situations they might face in daily business using specific case scenarios. Participants answer questions about ethical dilemmas; then learn which is the best answer and why. This training, which is administered by managers, is typically completed in a group setting. (see Boeing, 2012, p. 1). How the Code will be implemented and communicated: This will be accomplished by means of a so called "Annual Acknowledgment." To help ensure compliance with this Code of Business Conduct, the Company requires that all exempt salaried employees and officers review the Code of Business Conduct and acknowledge their understanding and adherence in writing on an annual basis on the form below (Code of Business Conduct: Sample, 2011, p. 7). Your Personal Commitment to the Company BSMC

Code of Business Ethics

I acknowledge that I received a copy of the Company BSMC Code of Business Ethics dated ____ ("the Code"), that I have read the Code and that I understand it. I will comply with the code. If I learn that there has been a violation of the code, I will contact my general manager or the Corporate Vice President - Administration. I acknowledge that the code is not a contract and that nothing in the Code is intended to change the traditional relationship of employment-at-will.

Dated:

Employee's Signature

Employee's Name (Please Print)

How the Code will be enforced and reported: All employees and officers are subject to the Company's Code, which describes procedures for the internal reporting of violations of the code. All employees and officers must comply with those reporting requirements and promote compliance with them by others. Failure to adhere to...

5). Anyone must speak up promptly if there is any reason to suspect that anyone in BMSC or its affiliates has violated Company policies or local laws. We must also report any activity that could damage the Company's reputation. One resource available to each of us is the BMSC Hotline. Anyone can call or submit a report to the Hotline, which operates 24 hours a day, seven days a week (see Chevron ibid). There is also the possibility to contact the Chief Compliance Officer or our Ethics Hotline by phone or via e-mail. Additionally, violations can be reported to the Audit Committee or the Board of Directors. Non-Retaliation Policy: BMSC does not tolerate any form of retaliation for reports made in good faith. This includes blatant actions, such as firing, transferring, demoting, or publicly attacking someone, as well as more subtle retaliation, such as avoiding someone, leaving him or her out of professional or social activities, and so on. It includes actions taken by managers and employees alike (see Chevron, 2010, p.6). Therefore anybody may report violations in confidence and without fear of retaliation. If the situation requires that his/her identity be kept secret, his/her anonymity will be protected. The Company does not permit retaliation of any kind against employees or officers for good faith reports of suspected violations (see Code of Business Conduct: Sample 2011, p. 4). Mission Statement: BMSC is committed to maintaining the highest standards of ethical conduct and to strictly comply with the guidelines, rules, and regulations that govern our business practices. BMSC's corporate responsibility to drive the core values of integrity, ethical behavior, professionalism, and trustworthiness, allows us to demonstrate our commitment to compliance excellence and exemplary corporate citizenship (see Corporate Compliance, 2012, p. 1). Amendment, Modification and Waiver: This Code may be amended, modified or waived by the Board of Directors, subject to the disclosure and other provisions of the Securities Exchange Act of 1934, and the rules thereunder and the applicable rules of the Nasdaq Global Market. Any waiver of the Code with respect to the Chief Executive Officer or Chief Financial Officer will be promptly publicly disclosed by a method selected by the Board of Directors in conformity with applicable SEC rules (Durect, 2012, p. 3)
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