Corporate GovernanceThe Board of Directors of Heelys, Inc. (the "Company") sets high standards for the Company's employees, officers and directors. Implicit in this philosophy is the importance of sound corporate governance. It is the duty of the Board of Directors to serve as a prudent fiduciary for shareholders and to oversee the management of the Company's business. To fulfill its responsibilities and to discharge its duty, the Board of Directors follows the procedures and standards that are set forth in these guidelines. These guidelines are subject to modification from time to time as the Board of Directors deems appropriate in the best interests of the Company or as required by applicable laws and regulations. Vice President, Compliance Code of Business Conduct and Ethics - Heelys, Inc. and its subsidiaries (collectively, the "Company," "we," "our," or "us") and each of its officers, directors, and employees are to conduct the business and affairs of the Company with honesty and integrity. The Company's objective is that all persons who deal with us believe that we not only scrupulously follow the law, but also act ethically and honestly. With these considerations in mind the Company has adopted a Code of Business Conduct and Ethics (the "Code") which sets out general principles that bind our officers, directors, and employees in determining proper business conduct and in making ethical decisions as they perform their duties. We also expect our independent sales representatives and independent contractors to be guided by this Code, subject to any exceptions agreed upon with the Company. Insider Trading Policy - The Company continuously strives to be good corporate citizens and its reputation for integrity and ethical conduct is one of its most important assets. With that consideration in mind, the Company has adopted an Insider Trading Policy (the "Policy") regarding trading in securities by Company directors, officers, employees, agents, and advisors. To report a suspected violation of the Code, or the Policy, please refer to the Code ("Reporting Violations"). You may also report suspected violations directly to the Company's Vice President, Compliance at VPCompliance@heelys.com. |
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