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General Cable Code of Ethics and Compliance Guidelines

General Cable Code of Ethics and Compliance Guidelines

General Cable Code of Ethics and Compliance Guidelines

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IntegrityAn example <strong>of</strong> asignificant potentialconflict is when thespouse <strong>of</strong> the plant’sfinancial controlleris being consideredfor an accountingposition at thesame plant.Related EmployeesEmployee referrals <strong>of</strong> former colleagues,friends <strong>and</strong> family members are welcome<strong>and</strong> appreciated at <strong>General</strong> <strong>Cable</strong>.However, due to the appearance <strong>of</strong> aconflict <strong>of</strong> interest, or more specificallyfavoritism, the proposed hiring <strong>of</strong> a familymember must be proactively discussedwith local HR <strong>and</strong> approved by theRegional Chief Executive Officer in charge<strong>of</strong> the business function for which theperson is being hired.To avoid any conflict <strong>of</strong> interest, <strong>General</strong><strong>Cable</strong> prohibits the employment <strong>of</strong>family members in all circumstanceswhere one family member is under thedirect or indirect supervision <strong>of</strong> anotherfamily member, or where one familymember would have direct influenceover the conditions <strong>of</strong> the employmentrelationship with the other family member.This includes, but is not limited to,hiring, promotion, performance reviews,compensation, benefits, training <strong>and</strong>career opportunities.Under our <strong>Code</strong>, the term “familymember” includes, but is not limited to:• Spouse, registered partner, domesticpartner, unmarried couple, romanticrelationship• Child, stepchild, gr<strong>and</strong>child, nieceor nephew• Parent, stepparent, gr<strong>and</strong>parent, auntor uncle• Siblings (brother or sister) or cousins(first or second)• In-laws (father, mother, sister, brother,son, daughter)• Other relationships established byblood, marriage or legal actionIn certain situations, due to thesignificance <strong>of</strong> the potential conflict,approval from our Global Legal Team willalso be required.Outside Employment, FinancialInterest <strong>and</strong> DirectorshipsAs <strong>General</strong> <strong>Cable</strong> employees, we areeach expected to devote our full workingtime to the duties <strong>of</strong> our positions withthe Company <strong>and</strong> not to have any outsidefinancial or employment interests thatinterfere with our work responsibilitiesor <strong>General</strong> <strong>Cable</strong>’s best interests. Thismeans that we must not:• Work for another employer that in anyway limits our ability to fulfill the duties<strong>of</strong> our <strong>General</strong> <strong>Cable</strong> position• Own a substantial financial interest inany business that we know or havereason to believe may have a currentor future business relationship with, oris a competitor <strong>of</strong>, our Company• Own or engage in business activitiesthat compete with, sell or buy from<strong>General</strong> <strong>Cable</strong>• Use <strong>General</strong> <strong>Cable</strong> tangible orintangible property, know-how,information technology assets,facilities or intellectual property toconduct non-<strong>General</strong> <strong>Cable</strong> business• Serve as a director in for-pr<strong>of</strong>itcompanies unrelated to <strong>General</strong><strong>Cable</strong> or trade organizations unlessapprovedin advance by our GlobalLegal Team <strong>and</strong> the Regional ChiefExecutive OfficerA substantial financial interest is whenthe value <strong>of</strong> the beneficial ownership <strong>of</strong>any class <strong>of</strong> stock or securities (besidesour Company stock) is more than 25%<strong>of</strong> your annual salary. The ownershiprestrictions do not prohibit the acquisitionor ownership <strong>of</strong> less than 1% <strong>of</strong> anycorporation’s equity securities traded on anational securities exchange or the NYSEor quoted on the NASDAQ.Exceptions to these restrictions, otherthan those permitted by local law, mustbe discussed with a member <strong>of</strong> yourleadership team <strong>and</strong> approved in advanceby our Global Legal Team <strong>and</strong> theRegional Chief Executive Officer or theirlocal designee.As employees committed to the success<strong>of</strong> <strong>General</strong> <strong>Cable</strong>, we should never takefor ourselves any business or investmentopportunity that we learn <strong>of</strong> through ourrelationship with our Company. In addition,we must never help anyone else, includingfamily <strong>and</strong> friends, take such business orinvestment opportunity for personal gain.Personal Loans<strong>General</strong> <strong>Cable</strong> does not provide personalloans, guarantees or other extensions<strong>of</strong> credit to any director or executive<strong>of</strong>ficer, regardless <strong>of</strong> whether doing so ispermitted by local law.Confidentiality <strong>and</strong>Public DisclosureWe must always protect Companyconfidential information <strong>and</strong> may neverreveal such information to any outsideparties unless properly authorized orlegally required to do so. Disclosureor unauthorized use <strong>of</strong> our Company’sconfidential information concerningany aspect <strong>of</strong> our business, finances,operations or intellectual property <strong>of</strong>the Company such as business plans orstrategies, new product developmentplans or drawings, price <strong>and</strong> cost dataor costs <strong>of</strong> doing business is prohibited.Similarly, disclosure or use <strong>of</strong> confidentialinformation obtained about companiesthat <strong>General</strong> <strong>Cable</strong> is or is consideringdoing business with is prohibited. Thisinformation remains confidential until theCompany has disclosed it or made itotherwise generally available to the publicthrough the press, periodicals, financial orbusiness publications or similar sources.We are expected to take all appropriateprecautions to safeguard confidential <strong>and</strong>proprietary information under our control.For example, we must keep it in a securelocation <strong>and</strong> limit disclosure to only thoseemployees with a business purpose forknowing such information. Our obligationto protect such confidential informationcontinues indefinitely, whether or not weremain employees <strong>of</strong> the Company, untilour Company publicly discloses it.When we have a business need todisclose such information to a third party,a confidentiality agreement (also knownas a nondisclosure agreement) must beentered into that requires the third partyto keep the information confidential beforeany disclosure <strong>of</strong> Company informationoccurs.What should we do if there is aninadvertent disclosure?As soon as an inadvertent disclosure <strong>of</strong>confidential information is discovered, it iscritical to contact our Global Legal Teamso that actions may be taken to furtherprotect such information <strong>and</strong> comply withany necessary disclosure requirements.Q.Ahmed recently heard that <strong>General</strong> <strong>Cable</strong> was considering purchasing a certain property not too far from his parents’ home.May he or a family member buy the property in hopes <strong>of</strong> reselling it to <strong>General</strong> <strong>Cable</strong>? Does the answer change if Ahmed <strong>and</strong>/ora family member wants to buy the property <strong>and</strong> use it to farm?We work together with integrity <strong>and</strong> speakwith truth <strong>and</strong> c<strong>and</strong>or.Answer: Ahmed may not buy the property with the hopes <strong>of</strong> selling it to <strong>General</strong> <strong>Cable</strong>, because this would be taking a corporateopportunity. If Ahmed purchased the l<strong>and</strong> to use as a farm, this would need to first be <strong>of</strong>fered to the Company, because Ahmed learned<strong>of</strong> the opportunity due to his position at <strong>General</strong> <strong>Cable</strong>, <strong>and</strong> he would be taking that opportunity from the Company.12 13

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