CODE
OF CONDUCT
Medis Technologies Ltd. (the "Company") expects all of its
employees, including its principal executive officer, principal financial
officer and principal accounting officer, as well as the members of
its board of directors and the employees of its direct and indirect
subsidiaries, to act in accordance with the highest standards of personal
and professional integrity in all aspects of their activities, to comply
with all applicable laws, rules and regulations, to deter wrongdoing
and to abide by other policies and procedures adopted by the Company
that govern the conduct of its employees and directors. This Code of
Conduct is intended to supplement any other policies and procedures
adopted by the Company.
You agree to:
(a) Engage in and promote honest and ethical conduct, including the
ethical handling of actual or apparent conflicts of interest between
personal and professional relationships;
(b) Take all reasonable measures to protect the confidentiality of non-public
information about the Company and its subsidiaries and their customers
obtained or created in connection with your activities and to prevent
the unauthorized disclosure of such information unless required by applicable
law or regulation or legal or regulatory process;
(c) Produce full, fair, accurate, timely, and understandable disclosure
in reports and documents that the Company and its subsidiaries files
with, or submits to, the Securities and Exchange Commission and other
regulators and in other public communications made by the Company and
its subsidiaries;
(d) Comply with applicable governmental laws, rules and regulations,
as well as the rules and regulations of self-regulatory organizations
of which the Company or its subsidiaries is a member; and
(e) Promptly report any possible violation of this Code of Conduct to
the Chairman of the Company's Audit Committee.
You are prohibited from directly or indirectly taking any action to
fraudulently influence, coerce, manipulate or mislead the Company's
or its subsidiaries’ independent public auditors for the purpose
of rendering the financial statements of the Company or its subsidiaries
misleading.
You understand that you will be held accountable for your adherence
to this Code of Conduct. Your failure to observe the terms of this Code
of Conduct may result in disciplinary action, up to and including termination
of employment. Violations of this Code of Conduct may also constitute
violations of law and may result in civil and criminal penalties for
you, your supervisors and/or the Company.
If you have any questions regarding the best course of action
in a particular situation, you should promptly contact a member of the
Company's Audit Committee. You may choose to remain anonymous in reporting
any possible violation of this Code of Conduct.
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