Code of Conduct / Ethics
Accordingly, Company policy strictly prohibits any payments with corporate funds to, or any use of corporate assets for the benefit of, any foreign official, political party, or candidate for political office. May State employees accept complimentary services or discounts from a casino applicant or licensee? It extends to all State agencies. References 3 All Business: Before personally pursuing or profiting from any venture which could be viewed as competing with the Company, You must disclose the opportunity to the DEO or Chairman of the Audit Committee and obtain the Audit Committee's positive written affirmation either that the venture is not in competition with the Company or that the Company has no interest in pursuing the venture. It is also Company policy not to make political contributions for candidates for state and local office, except in those states where such payments are legal and such payments have been authorized by the Company Co-Chairs.
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Inside information is similar to confidential information, and refers to all material non-public information. Information is material if it could affect the market price of a security, or if a reasonable investor would consider the information important in deciding whether to buy, sell or hold a security.
Information is considered public only if it has been effectively disclosed to the investing public for example, by press release and enough time typically two trading days after the information has been announced publicly has elapsed to permit the investment market to absorb and evaluate the information. Inside information is not limited to information about the Company. It also includes material non-public information about other corporations with which the Company has business relationships.
Company policy, State and Federal laws and regulations prohibit the use of inside information when trading in or recommending the Company's or anyone else's securities. Federal securities laws impose potentially onerous civil and criminal penalties on persons who, in connection with a purchase or sale of securities, improperly obtain and use inside information about such securities. Persons who fail to prevent others from using inside information may also be liable for civil penalties under Federal law.
You must not disclose inside information to persons outside the Company or other persons within the Company who are not authorized to receive such information. It is illegal to pass on inside information to another individual who buys or sells a security on the basis of that information. In fact, it is illegal to suggest buying or selling a security while in the possession of inside information, even if You do not actually disclose that information.
You, any party related to You, or any party to whom You provide improperly or otherwise inside information, must not trade in Company securities while possessing inside information until the pertinent information has been disclosed by the Company through public announcements or filings with the SEC and the public has had sufficient time to assimilate it for not less than two full business days after the Company has publicly disclosed the information.
You, any party related to You, or any party to whom You provide improperly or otherwise inside information, must not trade in the securities of another corporation if the value of such securities is likely to be affected by actions of the Company of which You are aware and which have not been disclosed to the public. For example, if a vendor is developing and testing a new product in conjunction with the Company, employees should not trade in the securities of that vendor until such information becomes public knowledge.
It is also illegal for certain persons to fail to prevent insider trading by others. Individual employees with managerial or supervisory responsibilities over an employee and, in some cases, officers, directors, and controlling stock holders of the Company collectively referred to as "controlling persons" , may be liable for civil penalties under insider trading laws for the violations of an employee if the controlling person knew or recklessly disregarded the fact that the employee was likely to engage in a violation, and failed to take appropriate steps to prevent that violation before it occurred.
If such approval is not given, then you should not use or disclose such information. The use of Company funds or assets for any unlawful purpose is strictly prohibited. You must not establish undisclosed or unrecorded funds or assets of the Company for any purpose, or engage in any arrangement that results in prohibited acts.
No payments shall be approved or made with the intention or understanding that any part of such payment is to be used for any purpose other than that described by the materials supporting the disbursement. You must not authorize or make any payment, whether in money, property or services, either Company or personal, for a bribe, kickback, or any other similar payment, to any person or organization designed to secure favored treatment for the Company.
These payments are highly improper and could adversely reflect on the Company's integrity and reputation. The Company does not make political contributions for candidates for federal office and in the United States it would be a crime for the Company to do so. It is also Company policy not to make political contributions for candidates for state and local office, except in those states where such payments are legal and such payments have been authorized by the Company Co-Chairs.
This prohibition is applicable regardless of whether the contribution is lawful under the laws of the country in which it is made. Accordingly, Company policy strictly prohibits any payments with corporate funds to, or any use of corporate assets for the benefit of, any foreign official, political party, or candidate for political office.
The Company encourages political participation by employees in their individual capacities, including the making of voluntary contributions to candidates of the employee's choice in accordance with legal limitations.
In compliance with federal laws and regulations, the Company will not reimburse any employee directly or indirectly for any political contributions made by the employee. Furthermore, employees must not engage in political activities during working hours. You may use Company property and services for personal benefit only when the property is approved for general employee or public use.
The use of Company owned land, materials, equipment, or other property, and the use of services provided by Company employees on Company time under any other circumstances are strictly prohibited, except as approved in advance by the person to whom such approval authority has been delegated.
For instance, you may not use Company employees to perform home improvement or any other personal work for Your benefit on Company time. You must not sell, loan, give away or otherwise dispose of Company property, regardless of condition or value, except with proper prior authorization. You may not engage in activities on Company time or use, or cause to be used, Company facilities, equipment, materials or supplies for Your personal profit. It is Company policy that all books and records of the Company be maintained so that they fully and fairly reflect all of the Company's receipts and expenditures, assets and liabilities.
You must not make false or artificial entries in the books and records of the Company for any reason. You must not establish any funds or accounts outside the books and records of the Company. All bank accounts set up on behalf of the company, foreign or domestic, must be approved by the CFO and shall be controlled, recorded and reconciled under the direction of the CFO.
Federal laws prohibit materially false or misleading statements or omission of facts by officers and directors in connection with the audit or examination of the Company's financial statements or the preparation of its required SEC Securities and Exchange Commission filings. The FCPA requires the Company to develop and maintain a system of internal accounting controls to help assure the Company's books and records accurately reflect its transactions and dispositions of assets.
The FCPA and securities laws apply to indirect as well as direct falsification, misrepresentation or omission.
Federal laws impose civil and criminal penalties on individuals and companies who violate these requirements. It is against Company policy for any employee, with fraudulent intent, to misrepresent any employee's income, fail to withhold applicable income taxes as required by law, or to take any other action to illegally evade taxes on, or with respect to, income from the Company.
It also is Company policy to comply with all applicable tax statutes and regulations. It is a violation of company policy for any employee to take any action for the purpose of illegally evading taxes due on the Company's operations. It is against Company policy for any employee, with intent, to violate any applicable law, rule or regulation issued by a governmental body. This Policy is not intended as a comprehensive review of laws related to the principles and practices regulating all Designated Employees and the policies and practices related to conflicts of interests, relationships with public officials, prohibited receipts and payments and antitrust laws.
This Policy is not a substitute for expert advice. Any waiver of this Policy with respect to an Officer or Director must be approved by the Board of Directors and will be disclosed promptly on Form 8-K or any other means approved by the Securities and Exchange Commission. This prohibition extends to any partnership, firm or corporation in which the State officer or employee has an interest and to any partner, officer or employee of that partnership, firm or corporation.
Are there any exceptions to the prohibition against representing a person before a State agency? State officers and employees and special State officers and employees are permitted to represent a party other than the State in connection with any proceeding: Does representation only involve personally appearing before a State agency on behalf of an individual or entity? Representational activities also include: May a State employee prepare New Jersey State tax returns?
State employees, other than employees of the Division of Taxation, are permitted to prepare State tax returns. However, in the event that a question arises regarding a tax return prepared by a State employee, the State employee is prohibited from appearing before the Division of Taxation on behalf of a third party.
May a State employee act in his official capacity in a matter affecting himself? Section 23 e 4 of the Conflicts Law provides that a State officer or employee shall not act in his official capacity in any matter wherein he has a direct or indirect personal, financial interest that might be expected to impair his objectivity or independence of judgment.
Section 15 of the Conflicts Law permits a State officer or employee to represent himself in negotiations or proceedings concerning his own interest in real property. Does the Conflicts Law impose any restrictions on State employees after they leave State service? The Conflicts Law imposes certain restrictions on State employees and special State officers after they leave State service.
Lifetime Ban There is a lifetime post-employment ban on all State employees and special State officer that prohibits them from working on specific matters with which they had substantial and direct involvement while working for the State.
This restriction also extends to certain partnerships, firms and corporations with which the former State employee or officer is affiliated. Former State officers and employees are also prohibited from disclosing any confidential information obtained during State service.
Each Department head and the Governor are also prohibited from registering as a governmental affairs agent for one year after termination of State office or employment. Two-year Casino Restrictions State employees and officers who file Financial Disclosure Statements, and those State officials with responsibility for matters affecting casino activities, are subject to a two-year post-employment restriction on holding an interest in, or employment with, a casino licensee or applicant.
They are also prohibited from representing, appearing for, or negotiating on behalf of a casino during this two-year period. This restriction also extends to business entities in which a former State employee or officer holds an interest or is otherwise associated, including the officers or employees of such business entities.
For more detailed information about the post-employment restrictions, please refer to the Conflicts Law at N. The Commission reviews each situation on a case-by-case basis and considers such factors as whether the former State officer or employee had oversight responsibility, attended meetings, drafted or signed documents, made decisions or granted approval in connection with the matter in question.
However, the investigation must commence within two years of the termination of State service. Does the Conflicts Law contain a nepotism provision? Under the nepotism provision:. Members of the immediate family of a State officer or employee, or of a person, may also hold employment with the holder of or applicant for a casino license by obtaining a waiver from the Commission. Immediate family member is defined as a spouse, child, parent or sibling residing in the same household.
May State employees accept complimentary services or discounts from a casino applicant or licensee? State employees may accept a service or discount that is offered to members of the general public in like circumstances. All of NJ This Site. To whom does the Conflicts Law apply? May a State employee hold a professional license issued by the State? What penalties may be imposed on State officers and employees found guilty by the Commission of violations of the Conflicts Law or an agency Code of Ethics?
The law has been amended on numerous occasions since that time. The Conflicts Law applies to all officers and employees in the Executive and Legislative Branches of State government. This includes compensated and uncompensated, part-time and full-time, and classified and unclassified personnel. Under the nepotism provision: Employment of a relative of the Governor in an unclassified State position is prohibited.
Employment of a relative of a commissioner or department head in an unclassified State position is prohibited. Employment of a relative of an assistant or deputy commissioner in an unclassified State position in the department over which that individual exercises authority, supervision or control is prohibited.
A relative of a division head or assistant division head may be employed in the principal department in which the division head or assistant head serves, but the division head or assistant head may not exercise any authority, supervision or control over the relative. A relative of an appointed member of a governing or advisory body of an independent authority, board, commission, agency or instrumentality of the State may not be employed in an office or position in that entity. A relative of an appointed New Jersey member of a governing body of a bi-state or multi-state agency may not be employed in an office or position in that agency, to the extent permitted by law.
A State officer or employee or a special State officer or employee may not supervise or exercise authority with regard to personnel actions over a relative. Each officer or employee must sign a receipt indicating the date on which the code was received and an acknowledgement that the officer or employee is responsible for reading the code and is bound by it. Any officer or employee who has not received and signed for a copy of the agency code of ethics and the plain language ethics guide should contact the agency Ethics Liaison Officer or Human Resources Department.
Codes of ethics and the plain language ethics guide are also available on our website, along with a list of agency Ethics Liaison Officers and their contact information. State employees are permitted to hold such licenses but must file notice of same with the agency Ethics Liaison Officer. Agency secondary employment approval is required for the use of such licenses. The Conflicts Law requires that the Commission be notified of any activity in connection with a business, profession, trade or occupation subject to State licensing or regulation.
The State Ethics Commission can also order restitution, demotion, censure or reprimand for an ethics violation. Discipline may include removal, suspension, demotion or other disciplinary action. A State officer or employee, other than a State officer or employee included in the section