|
|
 |
|
Code of Business Conduct & EthicsCode of Business Conduct & Ethics
Community National Bank is dedicated to the purposes for which it was founded which are three fold: first, to provide its customers and the public with the finest and most modern banking service of which it is capable; second, to conduct its affairs in such a manner as to insure a sound and profitable operation; third, to contribute by every means at its command, to the continuing growth and well-being of its immediate community and the area which it serves.
The modern concept of any corporation is that it is a team made up of its stockholders, directors, executive officers, other officers and employees. All work together, and the failure of any one in the chain to live up to the established ideals weakens the whole and results in discredit to the corporation.
The principal responsibilities of the directors are to employ officers of integrity, ability, and vision; to set general policies, both as to internal affairs and in dealings with others; to spot-check or review from time to time sufficiently to ascertain that policies are adhered to.
The executive officers' primary responsibility is to maintain liaison between directors and the operation of the affairs of the bank; to see that policies are properly formulated and understood; to make sure that the chain and extent of authority is fixed and recognized.
Other officers' duties are to see that policies are carried out; to correct malfunctions when they can, and report them to higher authority when they cannot.
Advisory Board Members serve as the bank's "eyes and ears" in the communities they serve and provide advice to their local office managers.
Employees should do their utmost to advance the bank's interests, each striving to do the job assigned to the best of his or her ability, always realizing he or she is representing the bank in his or her dealings. By way of establishing appropriate guidelines for directors, officers and employees, the following code of ethics is approved by the bank's Board of Directors for adoption by the management:
Policy Statement: A bank, as a business built upon public trust and confidence, depends upon a favorable perception of the conduct of its business by customers, federal and state regulators, stockholders, and others in both the business and general community. It is imperative that each one connected with this bank view his/her business and personal actions, intentions, and impressions upon others objectively. Each of us must assure that no one observing our actions, intentions, or impressions would have reason to believe that even the slightest irregularity in conduct exists or could be implied.
Profession and Business: Banking includes elements of both the professional and the commercial. Thus it imposes a dual and far-reaching responsibility on all concerned, and one that can be fulfilled only by keeping currently informed and alert, adhering strictly to the highest standards, and by providing as best each may, by precept and example, for continued succession of competent and similarly dedicated personnel to follow.
Establishment of Charges: Interest rates on deposits and loans, terms of loans and transaction charges, etc., must be determined solely on the basis of what is in the best interests of the bank and its customers. Under no circumstances should any agreement or understanding be entered into with any bank or competing financial institution on such matters. Community National Bank alone is responsible for all its policies and operating procedures, and this should always be kept in mind when formulating them or discussing them with customers.
Confidential Information: Employees, Directors and their associates may be held personally liable for using confidential information (obtained while serving as a director or employee) for personal benefit. They may also be subject to governmental or corporate administrative action. Community National Bank's business and customer information and any related files are confidential and cannot be disclosed to unauthorized persons (including competitors) without the permission of the customer or as allowed by law and in accordance with the bank's privacy policy.
It is the policy of Community National Bank to treat all information regarding its customers and employees in strictest confidence. Failure to maintain the confidentiality of this information will result in corrective action, up to and including immediate dismissal.
Active Trading in Bank Stock: While Directors, Advisory Board Members, officers and employees are encouraged to share in the ownership of their institution through the acquisition of stock, active trading in such stock in order to effect a quick profit must, at all times, be avoided. Normal purchases or sales, made in keeping with the investment needs of the individual are regarded as logical and desirable. Particular restrictions apply to Directors and Executive Officers as set forth in Community Bancorp.'s Securities Trading Policy.
Speculation: No banker should get a reputation as a speculator. Investment is perfectly proper, and certainly selling at a profit is a desired part of most investments, but extreme care must be exercised not to get a reputation of being in and out of the market too actively. A banker, like any other businessman, may invest in stocks and other holdings at his or her own discretion, but he or she must be careful never to commit to excessive indebtedness for personal gain.
This prohibition applies not only to stocks, bonds and other intangible investments but to real estate and tangible personal property as well. A reputation as a speculator or "wheeler dealer" is injurious to the banker and the bank and should be avoided even if the transactions engaged in are otherwise perfectly legitimate.
Gifts and Entertainment: Substantial gifts and excessive entertainment from customers of the bank -- particularly borrowers or persons or firms selling to the bank or seeking contracts or business of any nature -- should be courteously and tactfully declined. Acceptance of commissions, fees or propositions involving personal gain on the part of the banker in connection with any transaction on which he or she is consulted is highly improper and, in some instances, illegal.
The Crime Control Act of 1984 amended 18 USC Section 215 to broaden the prohibitions therein set forth. In compliance with this statute, no person associated with the bank, holding company, or related organization shall seek or accept anything of value from any person or entity in connection with any transaction or business of the bank, holding company or related organization. This includes not only loan transactions but any other transactions, including contracts, leases, etc.
The intent of the statute, however, is not to proscribe the receipt of bona fide gifts or favors of nominal value which are unrelated to a particular banking transaction. Accordingly, employees, officers, advisory board members and directors may accept gifts or favors of nominal value in cases where the customer is not trying to exert any influence over the bank official in connection with a transaction and the gift or favor is unsolicited. For the purposes of these guidelines, "nominal value" means gifts or favors with value of less than $100.00. This means, for example, that bank employees could continue to accept bona fide gifts such as home baked goods, candies, calendars or other such nominal items assuming the gift was unrelated to any particular banking transaction. Employees, Advisory Board Members and Directors should report to senior management and senior management to the Board, any instances where the director or employee is offered anything of value by a customer that is not within the guidelines of this policy.
Competition: Competition with other financial institutions should always be positive, not negative. Better service and a friendly, personal interest in the customer are far more effective and permanent than criticism of the bank's competition. Derogatory remarks about a competitor are out of keeping with the character of this institution and should have no place in the conversations of its personnel.
Political Activity: While the bank, as an institution, cannot and should not engage in politics, every member of its staff is encouraged to maintain an enlightened interest in local, state and national governmental affairs, and to meet his or her responsibilities of good citizenship by voting in all elections. Staff members participating in political activities should satisfy themselves that the nature and manner of their participation does not reflect on or cause embarrassment to the bank.
Public Statements: Although the bank has a policy of maintaining good relations with all news media and tries to accommodate media inquiries, there is much information concerning the bank that should not be made available to the public. This includes information about corporate customers which the bank has a responsibility not to divulge as well as information which may be valuable to a competitor.
For these and other reasons, any inquiry made of you about the bank or a customer by the news media should be referred to your branch manager, Tracy Roberts or one of the Executive Officers. Richard White as President and CEO shall be the principal spokesperson for the bank.
Discrimination and Freedom from Harassment: The bank will not discriminate on any prohibited basis in the provision of any of its products or services or in the employment and promotion of its personnel. Similarly, it is the policy of the bank that it will not tolerate verbal or physical conduct by any employee which harasses, disrupts or interferes with another's work performance or which creates an intimidating, offensive or hostile environment. For further guidance in this area, reference may be made to the bank's Freedom from Harassment Policy approved by the Board of Directors June 23, 1992, as may thereafter be amended.
Outside Activities and Employment: Directors, Advisory Board Members, Officers, and employees have been and are encouraged to be active and involved participants in the community in a variety of ways, primarily through involvement in civic, charitable or non-profit community activities. Employees are encouraged to actively participate in non-profit organizations such as educational, religious, health and welfare institutions and service clubs. They are also encouraged to serve their communities and schools by service on committees and boards, and involvement in civic activities. However, no full-time employee shall have an outside interest which will materially encroach on the time or attention which should be devoted to the employee's corporate duties, adversely affect the quality of work performed, compete with the Bank's activities, involve any significant use of the Bank's equipment, supplies or facilities, imply sponsorship or support of the Bank on behalf of the outside employment or organization, or adversely affect the reputation of the Bank. Other than the community activity described above, officers and employees are discouraged from engaging in any outside interest, investment or activity which will divert time or attention from his/her bank duties.
Conflict of Interest: Members of the staff must avoid dealing for the bank with any person or firm with whom they, as individuals, have any connection or financial interest. Propriety demands that any bank transaction with such a person or firm, buying from, selling to or making loans or commitments -- be handled by a disinterested associate. One's bank position must never be used to promote or advance personal interest, even indirectly. Directors, Advisory Board Members, officers and employees should disclose to senior management (and senior management to the Board) all potential conflicts of interest, including those in which they have been inadvertently placed because of business or personal relationships with customers, suppliers, business associates or competitors of the bank. Additionally, Directors, Advisory Board members and officers will be required to disclose on an annual basis any affiliations they may have which might give rise to a conflict of interest situation, or the perception thereof. Employees are expected to devote their best efforts to the interest of the Bank and the conduct of its business affairs. While the Bank recognizes the right of employees to engage in activities outside of their employment which are of a private nature and unrelated to our business, a policy of full disclosure will be followed to assess and prevent potential conflicts of interest from arising.
While describing all the circumstances and conditions which might develop is impossible, the following is set forth for the guidance of all employees:
1. Full-time employees have an obligation to devote their time at work to employment with the Bank and may not engage in any outside employment without disclosure to the President/CEO, Sr. Vice President/Cashier, or Director of Human Resources.
2. If an employee, spouse or other member of any employee's immediate family is engaged in a business similar in nature to the Bank's, it must be disclosed in full to the President/CEO, Sr. Vice President/Cashier, or Director of Human Resources.
3. No employee may engage in outside work that might interfere with his or her primary job with the Bank nor will any employee engage in any activity of a nature that is in some way hostile or adverse to the Bank.
4. No outside work may be done during regular office hours except to the extent that such work is required by your job description or with respect to which permission has been received. Any questions regarding a possible conflict of interest or outside work should be brought to the attention of your immediate supervisor and the Director of Human Resources.
Self Dealing: While it is expected that Directors, Advisory Board Members, officers and employees of the bank will also be loan, deposit and/or trust customers, their business with the bank shall be conducted on the same terms and conditions as other customers, except for those special benefits provided our employees, including a free checking account and special employee loan rates. Special loan rates do not apply to Directors, Advisory Board Members or Executive Officers.
Bank property held in OREO, repossessed property or intangibles (like promissory notes or other negotiable instruments) shall not be sold or otherwise transferred to Directors, Advisory Board Members, or officers or their related organizations. OREO or repossessed property may be sold to employees but only on the same terms as offered to others and only through a broker or by sealed bid. Bank owned tangible personal property, like used furniture and equipment, may be sold to Directors, Advisory Board Members, officers or employees in the discretion of senior management.
Personal Reputation: It is imperative that each individual so conduct himself or herself inside the bank and in his or her private life as to reflect credit on both the institution and its staff members. A reputation for good morals, ethics and integrity is within the reach of all, and a banker, must remain above reproach throughout his or her entire business career.
The Extra Something: The dollar the customer receives from one bank is as good as one from another. The "extra something" which can differentiate this bank from others, and which is entirely in the control of its staff members, is the efficiency and courtesy with which each transaction is handled. It should be remembered, always, that to each person with whom the bank is dealing -- whether by personal contact, correspondence, telephone, or telegram -- the individual is the bank, and its reputation and prestige is enhanced or diminished by the way he or she conducts himself or herself.
Violations: Violations of the principles set forth in this policy may result in reprimands or dismissal with the first offense.
|
|
|
|
|
|
