Starlight Express P. Ltd. Code of Ethics

Starlight Express P. Ltd. will conduct its business honestly and ethically wherever we operate in the world. We will constantly improve the quality of our services, products, and operations and will create a reputation for honesty, fairness, respect, responsibility, integrity, trust, and sound business judgment. No illegal or unethical conduct on the part of officers, directors, employees, or affiliates is in the company’s best interest. Starlight Express P. Ltd. will not compromise its principles for short-term advantage. The ethical performance of this company is the sum of the ethics of the men and women who work here. Thus, we are all expected to adhere to high standards of personal integrity.

Personal Integrity

Company employees must never permit their personal interests to conflict, or appear to conflict, with the interests of the company, its clients, or affiliates. Company employees must be particularly careful to avoid representing Starlight Express P. Ltd. in any transaction with others with whom there is any outside business affiliation or relationship. Employees shall avoid using their company contacts to advance their private business or personal interests at the expense of the company, its clients, or affiliates.

Gifts and Bribes

No bribes, kickbacks, or other similar remuneration or consideration shall be given to any person or organization in order to attract or influence business activity. Company employees shall avoid gifts, gratuities, fees, bonuses, or excessive entertainment, in order to attract or influence business activity.

Confidential Information

Company employees of Starlight Express P. Ltd. will often come into contact with, or have possession of, proprietary, confidential, or business-sensitive information and must take appropriate steps to assure that such information is strictly safeguarded. This information – whether it is on behalf of our company or any of our clients or affiliates – could include strategic business plans, operating results, marketing strategies, customer lists, personnel records, upcoming acquisitions and divestitures, new investments, and manufacturing costs, processes, and methods. Proprietary, confidential, and sensitive business information about this company, other companies, individuals, and entities should be treated with sensitivity and discretion and only be disseminated on a need-to-know basis.

Insider Trading

Misuse of material inside information in connection with trading in the company’s securities can expose an individual to civil liability and penalties under the Laws in place. In such situations, directors, officers, and employees in possession of material information not available to the public are “insiders.”

Spouses, friends, suppliers, brokers, and others outside the company who may have acquired the information directly or indirectly from a director, officer, or employee are also “insiders.” The Act prohibits insiders from trading in, or recommending the sale or purchase of, the company’s securities, while such inside information is regarded as “material,” or if it is important enough to influence you or any other person in the purchase or sale of securities of any company with which we do business, which could be affected by the inside information. The following guideline should be followed in dealing with inside information:

• Until the material information has been publicly released by the company, an employee must not disclose it to anyone except those within the company whose positions require use of the information.

Competition and Fair Dealing

Company employees must avoid contact with competitors unless you have a legitimate reason for it, go on record for the purpose of any meeting with competitors, stick to a written agenda, do not discuss price fixing, timing of price changes, surcharges, or other commercially sensitive issues.

1. Do not discuss or agree to any restrictions concerning markets, destinations, customers, or schedules.
2. Do not agree to boycott any customers, competitors, or suppliers.

Company employees will seek to report all information accurately and honestly, and as otherwise required by applicable reporting requirements. Keep full and accurate notes of all meetings with competitors.

Company employees will refrain from gathering competitor intelligence by illegitimate means and refrain from acting on knowledge which has been gathered in such a manner. The Company employees of Starlight Express P. Ltd. will seek to avoid exaggerating or disparaging comparisons of the services and competence of their competitors. Always mention sources of information and do not use vague expressions.

Equal Employment Opportunity

Company employees will obey all Equal Employment Opportunity laws and act with respect and responsibility towards others in all of their dealings.

Personal Balance

Company employees will remain personally balanced so that their personal life will not interfere with their ability to deliver quality products or services to the company and its clients.

Reporting Violations

Company employees agree to disclose unethical, dishonest, fraudulent, and illegal behavior, or the violation of company policies and procedures, directly to management.

Disciplinary Action

Violation of this Code of Ethics can result in disciplinary action, including possible termination. The degree of disciplinary action relates in part to whether there was a voluntary disclosure of any ethical violation and whether or not the violator cooperated in any subsequent investigation.