The reputation of Safety Insurance Group, Inc. (including all subsidiaries, "Safety") depends on the conduct of its Board of Directors, officers, and employees. Every employee who is associated with Safety must play a part in maintaining our corporate reputation for the highest ethical standards.
Conflicts of Interest
Safety expects its Board of Directors, officers, and employees to perform their duties using their best impartial judgment in all matters affecting Safety. To maintain independence of judgment and action, directors, officers, and employees must avoid conflict of interest or an appearance of conflict that might arise because of economic or personal self-interest. Directors, officers, and employees shall not engage in activity that conflicts with the interests of Safety. Directors, officers, and employees who reasonably believe they may have interests that conflict with those of Safety shall immediately advise the Chief Financial Officer, who shall review and determine whether to approve of potential conflicts of interest for employees. Review and approval of potential conflicts of interests of officers and directors shall be made by the Audit Committee of the Board of Directors.
Relationships with Policyholders, Agents, Claimants, Competitors, Vendors and Colleagues
Safety demands that its employees act at all times with the highest degree of integrity. Safety insists that you treat all individuals with whom you come in contact - policyholders, claimants, employees, agents, competitors, vendors, and colleagues - in a fair and respectful manner. Safety is committed to the maximum utilization of its employees' abilities and to the principles of equal employment opportunity.
Safety's property and the property of Safety's agents and policyholders is to be used solely for the benefit of Safety, its agents, and its policyholders, respectively. You may not use Safety's, Safety's agents', or Safety's policyholders' property for personal benefit, nor may you take Safety's, Safety's agents', or Safety's policyholders' property with you when you cease working for Safety.
Adherence to legal and regulatory matters must govern the business decisions and actions of every Safety director, officer, and employee. You should make every effort to ensure that you and Safety are in compliance with all legal and regulatory matters applicable to your area of employment. Any legal, regulatory or governmental inquiry or action should be directed to, and will be handled by, Safety's Chief Financial Officer.
Obligations to Our Organization
The rules of the Safety Code of Conduct, set forth below, must be followed at all times:
- No funds or assets of Safety shall be used for any purpose which would be in violation of any applicable law or regulation.
- No contributions shall be made by or on behalf of Safety to any political candidate, party, or campaign either within or without the United States other than in strict compliance with state and federal political finance laws.
- No fund or asset of Safety shall be established or maintained that is not reflected on the books and records of Safety.
- No false, artificial, or misleading entries in the books and records of Safety shall be made.
- All reports and documents that Safety files with the Securities and Exchange Commission or other public communication from Safety will contain full, fair, accurate, timely, and understandable information.
- No transaction shall be effected and no payment shall be made by or on behalf of Safety with the intention or understanding that the transaction or payment is other than as described in the documentation evidencing the transaction or supporting the payment.
- In any dealings with an agent, supplier, policyholder, claimant, government official, or other person or entity, no director, officer or employee of Safety shall request, accept, or offer to give any significant thing of value, the purpose or result of which could be to influence the bona fide business relationships between Safety and such persons or entities.
- Directors, officers, and employees of Safety shall comply with the terms of Safety's policy statements on Insider Trading and Disclosure.
- This Code of Conduct is applicable to Safety Insurance Group, Inc. and all its subsidiaries.
Directors, officers and employees of Safety shall be responsible for the enforcement of the policies set forth in this Code and will be held accountable for any violations of this Code. Any officer or employee of Safety having any information or knowledge regarding any transaction or activity prohibited by this Code shall promptly report the same to the Chief Financial Officer. The Chief Financial Officer shall ensure that such information and its source remain confidential. The Chief Financial Officer shall be responsible for promptly formulating any remedial action with respect to violations of this Code by employees, after providing for a full and fair presentation by any effected employee of the facts related to the possible violation of this Code. Any violations of this Code shall be sanctioned, commensurate with the nature of the violation and consistent with other violations of a similar nature, which sanctions may include termination of employment. The Chief Financial Officer shall forthwith bring any information or knowledge regarding potential violations of this Code by a director or officer of Safety to the attention of the Chairman of the Audit Committee of the Board of Directors of Safety. The Audit Committee will be responsible for evaluating the information and developing appropriate remedial actions regarding such violations. Directors, officers and appropriate employees of Safety will be required on an annual basis to certify their compliance with this Code.
Requests for waivers of this Code shall be submitted to the Chief Financial Officer who shall be responsible for determining whether to grant a waiver, provided that any waiver request by a director of officer may be approved only by the Board of Directors. Safety shall report any waiver request granted by the Board in its next periodic report to the Securities and Exchange Commission.