Attached files
| file | filename |
|---|---|
| EX-31.1 - CERTIFICATIONS PURSUANT TO SECTION 302 OF SARBANES OXLEY ACT OF 2002 - Green Energy Live Inc | f10k2009ex31i_greenengy.htm |
| EX-32.1 - CERTIFICATIONS PURSUANT TO SECTION 302 OF SARBANES OXLEY ACT OF 2002 - Green Energy Live Inc | f10k2009ex32i_greenengy.htm |
| 10-K - ANNUAL REPORT - Green Energy Live Inc | f10k2009_greenengy.htm |
Exhibit 14.1
Code of Ethics and Business Conduct Policy
 Green
Energy Live, Inc.
1740
44th St., Suite
5-230
Wyoming
MI 48519
|
Policy
and Procedure Manual
|
|
Document
ID: Admin-300
|
|
|
Effective
Date: January 2010
|
|
|
Last
Review: April 2010
|
|
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Total
Number of Pages: 6
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Overview
This
policy describes the code of conduct expected of all employees and Directors. It
is general and not intended to be all-inclusive. Please read our code
and follow it.
Policy
The
organization (we) are committed to being an ethical and responsible member of
society. In order to ensure the highest standards of ethics, honesty,
governance, and integrity are maintained, we have adopted this Code of Ethics
Policy. We refer to the elements of this policy as our
Code. Our Code provides the guidelines and standards for
acceptable business conduct.
It is our
policy that all employees and directors shall abide by and comply with the
Organization’s Code.
An
employee that believes they have discovered a matter that appears to be in
violation of the Code has a duty to report the matter. This matter
may be reported to the employee’s supervisor other management level
employee.
We have
also adopted a Whistleblower policy to ensure that employees reporting a genuine
concern or complaint will not be discriminated or retaliated against and have
the opportunity to make such reports anonymously.
Applicable
Laws
The
conduct of the Company and its employees are to be in compliance with the laws
and regulations relating to the companies business.
1
Any
employee, officer or director involved in court or other similar proceedings
arising out of his or her employment with, or service to, the Company is
expected to abide by the rules, cooperate with the orders of, and not in any way
commit perjury or obstruction of justice. All Company employees must, at a
minimum, comply with all applicable laws that relate to the conduct of our
business in the relevant jurisdiction.
Generally
Accepted Accounting Principles (GAAP)
Generally
Accepted Accounting Principles are accounting principles that are considered to
have substantial authoritative support. Pronouncements made by the
Financial Accounting Standards Board (FASB) are considered GAAP. You
can learn more about GAAP and FASB at http://www.fasb.org. All
company records are to be in compliance with Generally Accepted Accounting
Principles and Securities and Exchange Commission laws and
regulations.
Employees
are expected to maintain accurate and reliable corporate records that comply
with GAAP, the SEC, and Company policies and procedures.
The
Company CEO, Financial Officer, and others identified by the CEO have specific
legal obligations to ensure the Company provides full, fair, accurate, timely,
and understandable financial reports and internal controls.
Equal
Employment Opportunity
We do not
tolerate unlawful discrimination or harassment of any
kind. Employment here is based solely on your merit and
qualifications.
Moral
and Ethical Standards
All
employees are expected to adhere to sound moral and ethical
standards.
Loyalty
All
employees and Directors have a duty of loyalty to the Company and may not take
personal advantage of any opportunity that properly belongs to the
Company.
Kickbacks
and Gratuities
The
Company considers it to be unethical and illegal for any employee to accept or
offer payment, gift, gratuity, or employment to or from vendors, contractors, or
government officials as an inducement for preferential treatment. All
offers for kickback and gratuity shall be reported to the Chief Executive
Officer.
The
Company does not consider the giving or acceptance of a ball cap, tee shirt,
jacket, an occasional lunch, game of golf, or the like with non government
officials to be a kickback, gift or gratuity for the purpose of this
policy.
2
Conflicts
of Interest
The best
interests of the Company are expected to be foremost in the minds of our
employees, officers, and directors as they perform their duties. No
employee shall be, potentially be, or appear to be, subject to influences,
interests, or relationships, which conflict with the best interests of the
Company.
Employees,
without prior approval of the CEO, may not serve as an Officer, Director,
manager, employee, or agent of any company that is a competitor, supplier, or
customer of the Company.
Employees
should not engage in outside interests that divert time and attention from
properly attending to Company affairs during Company time.
The
Company does not make loans to or guarantee obligations of Company Officers and
Directors.
Improper
Influence on Conduct of Audits
No
officer, director, or any other person acting under the direction thereof, shall
take any action to fraudulently influence, coerce, manipulate, or mislead any
independent public or certified accountant engaged in the performance of an
audit of the financial statements of the Company for the purpose of rendering
such financial statements materially misleading. Examples of such
behavior include, but are not limited to:
Offering
or paying bribes or other financial incentives, including offering future
employment or contracts for non-audit services.
Providing
an auditor with an inaccurate or misleading legal analysis.
Threatening
to cancel or canceling existing non-audit or audit engagements if the auditor
objects to the Company’s accounting.
Seeking
to have a partner removed from the audit engagement because the partner objects
to the Company’s accounting.
Blackmailing,
and Making physical threats.
Confidential
Information
Employees
and Directors may not divulge confidential or proprietary information except as
authorized by the CEO.
3
Employee
Privacy
The
Company is committed to protecting the privacy of its employees. This
includes employee data maintained by the company. Employee data will
primarily be used to support Company operations, provide employee benefits, and
comply with laws and regulations. The Company and all employees are
expected to comply with all data protection laws, regulations, and Company
policies.
Insider
Trading
Federal
securities laws prohibit the buying or selling of stock in the presence of
“inside information” or information that is not known or disclosed to the
public. Members of the Company Board of Directors, Officers and
employees may not engage in the trading of Company stock or advise others on the
trading of Company stock on the basis of, or in the presence of, inside
information. Company Directors, Officers and employees may also not
engage in “selective disclosure” with individuals who may benefit from, or may
advise others to benefit from, the disclosure.
Computing
Resources, Email, and the Internet
All
Internet related services are intended to be used for company
business. All information on company computer systems, including
electronic mail, is the property of the Company. To ensure that
computing resources are used in accordance with expectations, management may
inspect and disclose the contents of electronic messages if such inspection and
disclosure is made for legitimate business purposes or as necessary to protect
the rights and property of the Company.
Use of
computing resources to offend or harass others is not acceptable and prohibited.
Employees, who use the Internet to access sites that contain offensive materials
related to sex, race, or other protected categories, or who otherwise violate
these prohibitions, will be subject to termination. Personal use of
computing resources Internet access is limited to lunch and official break
times. Excessive personal use of computing resources will be subject
to disciplinary measures, leading up to termination.
Political
Activities
The
Company considers itself an apolitical organization. As such, no
Company funds or assets will be contributed or used for the purpose of
influencing any election without the approval of the Company Board of
Directors. This policy does not prohibit Company participation in
trade or special interest organizations. Employees must limit their political
activities to time away from the Company business hours and must not represent
themselves as company employees endorsing any political cause or
candidate.
4
Safety
and the Environment
The
Company is committed to full compliance with all safety and environmental laws
and regulations. All employees are expected to comply with these
laws, regulations and Company policies.
Drugs
and Alcohol
Illegal
drugs at our workplaces or sponsored events are strictly
prohibited. We do not permit the use of alcohol during work and we
urge caution not to consume alcohol in a way that leads to inappropriate
behavior, impaired performance, or endangers the safety of others.
Anti
Trust
Any
planning or acting together with competitors about the nature, extent, or means
of competition is a violation of Company policy and anti trust
laws. This includes, but is not limited to, price fixing, sales or
production quotas, geographic competition, and boycotts.
Timeliness
All
employees are expected to carry out their assigned duties in a timely
manner.
Compliance
Procedures
Any
employee who knows, or has reason to believe, of violations to this Code or
other company policies and procedures is expected to promptly report the
violation to:
Gregg
Jaclin
Anslow
& Jaclin, LLP
195 Route
9 South, Suite 204
Manalapan,
New Jersey 07726
732-409-1212
Phone
732-577-1188
Fax
Reporting
may be anonymous. No employee will be subject to retaliation,
discrimination, or other adverse treatment for reporting known or suspected
violations of this and other Company policies and procedures.
Each
year, Company Officers are required to state in writing that they have no
knowledge of material violations to this and other Company policies other than
those that may have been previously reported, if any.
As part
of its regular auditing procedures, the Company audit committee will
periodically review internal policies and procedures and report their finding to
executive management.
The
Company’s external auditors are also expected to report in writing any known or
suspected violations of this and other Company policies.
The
company discloses this Code of Ethics on its web site in addition to all other
filing requirements.
5
Whistleblower and Protected Disclosure Policy
|
Green
Energy Live, Inc.
1740
44th St., Suite
5-230
Wyoming
MI 48519
|
Policy
and Procedure Manual
|
|
Document
ID: Admin-310
|
|
|
Effective
Date: January 2010
|
|
|
Last
Review: April 2010
|
|
|
Total
Number of Pages: 2
|
Purpose
The
purpose of this document is to describe the Organization’s policy relating to
whistleblowing. This policy is designed to provide a mechanism for employees to
“blow the whistle” or address complaints on activities contrary to the
Organization’s Code (protected disclosures) while at the same time protecting
employees from retaliation for whistleblowing.
Policy
A
whistleblower is a person or entity that makes a complaint relating to a
protected disclosure. A protected disclosure is a communication made
in good faith that discloses a potential violation of the Organizations Code of
Ethics and Business Conduct Policy (the Code). The disclosure may be
related to suspected violations of laws, regulations, ethics, or the
Organization’s policies.
It is the
policy of the Organization that any employee suspecting, in good faith, that a
violation of the Code has, will, or may likely occur has a duty to report the
violation to the Organization and that they shall be able to do so without fear
of retaliation, harassment, or dismissal.
Generally,
complaints relating to violations of the Code should be made to the employee’s
supervisor or other management level employee’s.
If you
are not comfortable making a genuine complaint about a violation of the
Organization’s Code for any reason, or if you are not satisfied with the
Organization’s response, the Organization has a mechanism for you to pursue the
matter, and to do so anonymously if you prefer. It is the Organization’s policy
to provide a Whistleblower Complaint Procedure to ensure the anonymity of the
employee making or elevating such complaint.
1
It is the
policy of the Organization that the Organization’s Audit Committee or General
Council shall receive and investigate whistleblower complaints.
Protection
under this policy does not extend to false or bogus allegations knowingly made
by a whistleblower. Person making allegations in bad faith or
intention may be subject to disciplinary actions.
Procedures
To
File a Whistleblower Complaint:
Send mail
to the Organization’s General Counsel at:
Gregg
Jaclin
Anslow
& Jaclin, LLP
195 Route
9 South, Suite 204
Manalapan,
New Jersey 07726
732-409-1212
Phone
732-577-1188
Fax
Or
Send mail
to the Organization’s Audit Committee at:
Bob
Rosen
8880 S.W.
67th Court
Miami,
Florida 33156-1700
rosenbob@hotmail.com
305-669-1111
phone
305-667-1111
fax
Responsibilities
It is the
responsibility of all Directors and Employees to comply with the organizations
Code and to report any suspected violations of our policies.
It is the
responsibility of the Audit Committee or General Counsel to maintain a log of
all protected disclosure complaints tracking their receipt, investigation, and
resolution. The log shall be kept according to the Records Management
Policy.
2