Attached files
Exhibit
14.1
CODE OF ETHICS
The
Chief Executive Officer ("CEO") and all senior financial officers,
including the Chief Financial Officer and principal accounting
officer of Mymetics Corporation (the "Company"), and of any
subsidiary that becomes subject to the periodic reporting
requirements under Section 13(a) or Section 15(d) of the Securities
Exchange Act of 1934, as amended, are bound by the provisions set
forth in this Code of Ethics relating to ethical conduct, conflicts
of interest, compliance with law and standards designed to deter
wrongdoing. The CEO and senior financial officers are subject to
the following specific policies:
1. The CEO and all senior financial officers are responsible for
full, fair, accurate, timely and understandable disclosure in the
periodic reports required to be filed by the Company with the SEC.
Accordingly, it is the responsibility of the CEO and each senior
financial officer promptly to bring to the attention of the
Company's Audit Committee any material information of which he or
she may become aware that affects the disclosures made by the
Company in its public filings or otherwise assist the Audit
Committee in fulfilling its responsibilities as specified in the
Company's financial reporting policies and applicable
law.
2. The CEO and each senior financial officer shall promptly bring
to the attention of the Audit Committee any information he or she
may have which he or she reasonably believes reflects or indicates
(a) significant deficiencies in the design or operation of internal
controls which could adversely affect the Company's ability to
record, process, summarize and report financial data or (b) any
fraud, whether or not material, that involves management or other
employees who have a significant role in the Company's financial
reporting, audits or internal controls or (c) any attempt to
improperly influence, coerce or mislead the Company's independent
auditors in violation of Section 303(a) of the Sarbanes-Oxley Act
of 2002 and the rules of the SEC passed there under.
3. The CEO and each senior financial officer shall promptly bring
to the attention of the General Counsel or the CEO and to the Audit
Committee any information he or she may have which he or she
reasonably believes reflects or indicates a violation of this Code
of Ethics or any actual or apparent conflicts of interest between
personal and professional relationships, involving any management
or other employees who have a significant role in the Company's
financial reporting, audits or internal controls.
4. The CEO and each senior financial officer shall promptly bring
to the attention of the General Counsel or the CEO and to the Audit
Committee any information he or she may have which he or she
reasonably believes indicates a material violation of the
securities or other laws, rules or regulations applicable to the
Company and the operation of its business, by the Company or any
agent thereof.
5. The Board of Directors shall determine, or designate appropriate
persons to determine, appropriate actions to be taken in the event
of violations of the Code of Ethics or of these additional
procedures by the CEO and the Company's senior financial officers.
Such actions shall be reasonably designed to deter wrongdoing and
to promote accountability for adherence to this Code of Ethics and
to these additional procedures, and shall include written notices
to the individual involved that the Board has determined that there
has been a violation and the action to be taken, which action may
include censure by the Board, demotion or re-assignment of the
individual involved, suspension with or without pay or benefits (as
determined by the Board) or termination of the individual's
employment. In determining what action is appropriate in a
particular case, the Board of Directors or such designee shall take
into account all relevant information, including without limitation
the nature and severity of the violation, whether the violation was
a single occurrence or repeated occurrences, whether the violation
appears to have been intentional or inadvertent, whether the
individual in question had been advised prior to the violation as
to the proper course of action and whether or not the individual in
question had committed other violations in the past.
6. Any waiver of this Code of Ethics may be made only by the Board
of Directors of the Company and shall be disclosed to the persons
in the manner provided by applicable law and by any regulatory
agency having authority over the Company.