MONARCH CODE OF CONDUCT
Public confidence is of utmost importance to the success of Monarch. For a financial institution, public confidence is vital
to survival. The Monarch will be judged by the actions of its employees. As a result, our employees must be above
reproach, steadfastly adhering to the highest ethical standards and business practices. Monarch expects all employees to
live up to such standards and practices.
Directors, Officers and Employees will individually review the Code of Conduct annually, and Officers will complete and
sign a Code of Conduct Affirmation form. Moreover, Directors, Officers and Employees must review any material
changes to the Code of Conduct and Directors, Officers, and Employees will provide written acknowledgment of these
changes. Newly hired Officers or Employees or newly promoted Officers will review our Code of Conduct at the time of
hire or promotion and the new Officers will complete an Affirmation form. Any breach of the Code of Conduct rules
must be reported to the Human Resources Manager.
Monarch denotes Monarch Financial Holdings, Inc., and all subsidiary companies.
PERSONAL CODE OF CONDUCT
Your conduct on and off the job forms the public’s impression of you and, in turn, of Monarch. Therefore, it is important
for you to adhere to high standards of professional and personal behavior. Deficiencies in personal or business conduct
can result in disciplinary action up to and including termination of employment.
ATTENDANCE AND ATTENTION TO JOB DUTIES
Each position at Monarch is important to the success of the company. Employees are counted on to be reliable and
punctual in attendance, to follow directives from supervisors and to fulfill the job responsibilities of their position.
Attendance by all employees is necessary to properly service its clients. Punctuality and attendance records are given
very serious consideration with respect to pay raises, promotions, and possible terminations. Employees considered
habitually late will be subject to disciplinary action up to and including termination of employment.
Excessive and repeated absences, whether excused or unexcused, is cause for termination. Employees will be considered
to be chronic absentees and subject to disciplinary action including termination when, in a period of one calendar month,
they have accumulated one or more unexcused absences, or in a period of any quarter, four or more unexcused absences.
Monarch not only purchases an employee’s time, but also their dependability and resourcefulness. In the case of illness or
an emergency requiring the employee to be absent from work, the employee is to notify his/her supervisor or the Human
Resources Manager at least 30 minutes before their reporting time. This notification will allow adequate time to shift staff
members.
SAFETY AND HEALTH REGULATIONS
Employees are expected to comply with published safety, health, and security regulations as well as other rules
established, communicated or displayed by management.
ABUSIVE LANGUAGE OR ACTIONS
The use of profane or abusive language, fighting, deliberately causing injury to another or any disorderly conduct or
malicious disturbance, including the intimidation or harassment of others, is not acceptable conduct.
FIREARMS
The possession of firearms or other dangerous weapons on or in company property (including parking lots) except by
authorized security officials is expressly prohibited. Violations of this policy may lead to immediate termination of
employment.
ALCOHOL AND DRUG ABUSE
Monarch is committed to maintaining a drug free workplace. This goal is consistent with national policy and in the
interest of employees, clients, shareholders and the general public. Acts involving drug and alcohol use which adversely
affect job performance or company interests will be dealt with promptly, fairly and firmly.
Drug abuse is the misuse or illegal use of any material or controlled substance, including alcohol and prescription drugs,
which alters mood, perception, consciousness or impairs one’s performance.
Monarch will be guided by the following principles and rules:
Monarch will seek to employ only individuals who are drug free. Prior convictions involving drugs may be a basis for
refusing to employ an individual. Where there is reasonable cause to believe that drug use is contributing or may
contribute to job performance problems, the Bank reserves the right to require the individual to submit to a drug test at
Monarch’s expense. Failure to submit to a required test may be grounds for termination of employment. Continued
employment following a positive drug test may be conditioned upon the employee agreeing to get professional help
through an Employee Assistance Program, if available, or other approved sources and successfully completing an
approved rehabilitation program. The Monarch Medical Plan may pay for part of this care.
Monarch will endeavor to cooperate with any employee who is sincerely attempting to overcome problems of drug abuse
or addiction. Discharge from employment may become necessary if the individual’s work performance or behavior is
significantly and adversely affected by drug use, or if the employee is reasonably believed to be under the influence of any
drug at work.
In any event, illegal possession, use, manufacture, dispensation or distribution of drugs or unauthorized possession or use
of alcohol on or in company property will be cause for immediate termination of employment. When illegal activity is
suspected, Monarch reserves the right to search the person, vehicle and/or personal property of employees on company
property or elsewhere while on duty. Information regarding suspected illegal drug-related activity by any employee may
be reported to law enforcement authorities.
Conviction of a crime involving drugs will be cause for termination of employment. Employees must notify the Human
Resources Manager within five days of any criminal drug statute convictions.
DRESS CODE
Personal appearance plays an important role in the public’s perception of you as an individual and Monarch as an
organization. Employees are expected to dress in businesslike attire, using good judgment in selecting apparel appropriate
to their functional position and avoiding extremes in makeup, hair styles and clothing. This generally excludes the
wearing of jeans, stretch pants, tennis shoes, beach attire or other clothing considered to be sports apparel. When business
casual dress is permitted by management, employees are expected to use good judgment in their selection of appropriate
business casual attire. If you have any questions about what is considered appropriate attire, please talk to your supervisor
or contact the Human Resources Manager.
If an employee violates the dress code policy, their supervisor may take corrective action, which may include the issuance
of a verbal or written warning and/or sending the employee home without pay to change attire. Repeated violations of
this policy may result in more serious corrective action being taken by the employee’s supervisor.
HARASSMENT POLICY
Monarch will not tolerate tension created either by racial, ethnic or religious remarks. In any situation where verbal or
physical conduct interferes with an individual’s performance or creates an intimidating, hostile or offensive work
environment, the offended individual should notify a supervisor or the Human Resources Manager.
In addition, it is Monarch’s policy to provide employees with a workplace free from sexual harassment. Sexual
harassment is a violation of Title VII of the Civil Rights Act of 1964 and is an affront to the dignity of the individual
employee.
Unwelcome sexual advances, requests for sexual favors, and other verbal, nonverbal or physical conduct of a sexual
nature constitute sexual harassment when (1) submission to such conduct is made either explicitly or implicitly a term or
condition of employment; (2) submission to or rejection of such conduct by an individual is used as the basis for
employment decisions affecting such individual; or (3) such conduct has the purpose or effect of unreasonably interfering
with an individual’s work performance or creating an intimidating, hostile or offensive working environment.
Sexual harassment refers to behavior of a sexually aggressive nature that is not welcome, that is personally offensive, that
fails to respect the rights of others, that lowers morale and therefore interferes with work performance. This harassment
may take many forms that are more subtle than direct sexual propositions, threats and unwanted physical contact.
Suggestive comments, innuendoes, jokes of a sexual nature and obscene gestures may constitute forms of sexual
harassment.
It is the responsibility of each employee to abstain from any form of sexual harassment in the workplace. Any employee
who has a complaint of sexual harassment at work by anyone, including supervisors, co-workers, clients or other nonemployees, should immediately bring the problem to the attention of his or her manager, supervisor or Human Resources
Manager. Inquiries and complaints will be investigated immediately.
No reprisal will be taken against an employee or applicant who is subjected to sexual harassment and files a complaint or
assists in the investigation of a complaint. The company will maintain the confidentiality of such complaints to the
maximum extent feasible, on a need-to-know basis. When an investigation indicates that the complaint of sexual
harassment is valid, appropriate action will be taken against the offending party and may include termination of
employment.
DISHONEST OR FRAUDULENT ACTS
Employees cannot continue employment if they commit a dishonest act (e.g., convicted of passing worthless checks,
shoplifting, theft, etc.) or a breach of trust. A breach of trust is a wrongful use, misappropriation or omission with respect
to any property, funds or information which have been entrusted to a person.
Discharge from employment for dishonest, fraudulent and criminal acts is required not only by Monarch Bank policy, but
also by regulatory agencies and laws governing the organization.
The Federal Deposit Insurance Corporation requires that persons convicted of any criminal offense involving dishonesty
or breach of trust be ineligible for employment or continued employment by federally insured banks.
An investigation will be made into any suspected dishonest or fraudulent act, and facts will be presented to the employee.
Suspension is mandatory when it is felt that an employee should not perform regular duties pending an investigation of
irregularities in funds or records to which the employee has access. The suspension may be with or without pay according
to circumstances. If the investigation discloses that the employee has committed a dishonest act or a breach of trust, the
employee will be discharged immediately and appropriate legal authorities will be notified. If the investigation does not
disclose any dishonest or fraudulent act, the employee will be eligible for reinstatement with a maximum of six months’
pay retroactively if all other conditions for employment are met. Benefits will be suspended if the suspension exceeds 60
days. Suspension is required if an employee is charged with a criminal act for which a conviction could affect
employment.
EMPLOYEE CHECKING ACCOUNTS
Monarch Bank offers all employees a service charge free checking or savings account as a benefit of employment.
Standard free checks are available if the employee elects to open a checking account. All employees have the
responsibility of maintaining their personal financial matters in good condition and above reproach. This responsibility
emanates from both Monarch’s desire to establish an example for the community to follow, as well as its responsibility to
conform to the requirements of governmental regulatory agencies. Therefore, every bank employee must take special care
in maintaining their checking accounts in good order and make every effort to keep from getting into an overdraft
situation. Abuse of checking account privileges by writing NSF (nonsufficient funds) checks is prohibited. Improper
transactions by employees, such as kiting and issuing stop payment orders to avoid NSFs, will not be permitted and may
result in disciplinary actions, including termination of employment. If an employee overdraws their account, the
following procedures will be followed:
First Occurrence during the current year - If the employee has sufficient salary due to them, on the day of the overdraft or
if the employee is able to make a deposit of cash to cover the overdraft, the check will be paid. If the employee does not
have sufficient salary, or is unable to make a cash deposit, the employee’s supervisor will be notified and the check will
be returned. The employee will be notified through their supervisor. The supervisor is required to counsel the employee
concerning inappropriate financial activity. The counseling documentation will be maintained in the employees’ human
resources file and a service charge will be assessed.
Second Overdraft Occurrence - Same as the first occurrence with the exception that the employee will receive a verbal
warning.
Third Overdraft Occurrence – Same as the second occurrence.
Fourth Overdraft Occurrence – Same as the previous occurrences with the addition of a written warning that
More than Four Overdraft Occurrences – Same as the previous occurrences with the exception that the privilege of having
a service charge free checking account will be revoked. The employee’s pay will be deposited into a savings account,
which will have no minimum balance requirement, but will be subject to the rules and regulations governing savings
accounts. After a period of one year from the date of revocation of checking account privileges, a review will be
conducted to determine if checking account privileges will be reinstated.
In all occurrences, certain circumstances causing overdraft(s) may be present and should be considered on a case-by-case
basis. Executive officers are subject to more stringent overdraft procedures, as directed by Regulation O.
Employees and certain Officers, as designated by the Board of Directors, may be eligible to participate in Monarch
Bank’s Courtesy Pay Privilege program.
Employees will be eligible for the Courtesy Pay Privilege subject to the same conditions as any other client. Specifically,
employees may be granted the Privilege:
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In accordance with this policy, and we will be no more liberal regarding employee overdrafts than any other client
in similar circumstances; and,
Employees shall be charged the same fee as any other client of Monarch in similar circumstances; and,
Employees may be granted the Privilege if there is no more than the normal risk of non-repayment of the
overdrawn account.
The details of this program are outlined in Monarch Bank’s “Courtesy Pay Privilege Disclosure”, copies of which are
available in each branch lobby or from Human Resources.
Generally, as long as an employee maintains their account in accordance with the conditions as defined in this disclosure,
Monarch will pay the employees overdraft transactions, inclusive of our normal per-item NSF Charge(s), up to the amount
shown on the most current fee schedule. Failure to maintain the account per these conditions is a serious matter which
could result in counseling and corrective action up to and including termination of employment.
BUSINESS CODE OF CONDUCT
Employees are charged with adhering to high ethical standards and practices and conducting themselves in accordance
with the organization’s policies and applicable laws.
CONFLICTS OF INTEREST
Employees must avoid any conflicts of interest involving loans, investments, gifts or other activity which may interfere
with the independent and objective exercise of judgment for Monarch. Violation of this standard may be cause for
discharge. These policies will help employees avoid potential conflicts-of-interest situations:
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An employee should not represent Monarch in business dealings with any person or firm with whom the employee
has a family connection, shares a financial interest or has other close personal involvement. Should such situations
arise, the employee should refer the client to an associate who does not have any present or potential conflict of
interest. Additionally, an employee should never handle his/her own financial transactions.
Use of insider information for financial gain is prohibited by law and Monarch policy. If employees have access to
sensitive information not disclosed generally, they are responsible for protecting the confidentiality of that
information and prohibited from any sharing or use of that information to achieve financial gain for themselves or
others.
Acceptance of appointments to directorships in business organizations must receive prior approval from the Chief
Executive Officer. Federal regulations restrict employees from serving as a director, officer or employee of
certain institutions such as other banks, dealers in securities and savings and loan associations.
It is Monarch’s policy to fully comply with government trade laws. Employees must not directly or indirectly
share price information with competitors or engage in price fixing, agreements to limit production or services,
unjustified and undocumented preferential prices or trade reciprocity. If employees are exposed to discussion
about such matters by competitors or by third parties, it is their responsibility to remove themselves from the area
of the discussion and promptly report the incident to the Chief Executive Officer.
Employees are not permitted to act in any fiduciary capacity in which Monarch is authorized by law to act, except
to serve as fiduciary for members of their immediate family (spouse, child, mother or father) under prior approved
circumstances. Approvals for such exceptions must be granted by their supervisor, the Human Resources
Manager and the Chief Executive Officer. Examples of such fiduciary capacities include administrator of an
estate and executor of a will.
Employees are not permitted to accept regular or part-time employment outside Monarch Bank without special
permission of the appropriate manager and the Human Resources Manager. In no case should outside
employment interfere with the employee’s regular job or cause a conflict of interest for Monarch.
If employees are notaries when hired, or later become notaries, Monarch regards their salary as being in lieu of
notary fees. No fees can be charged for notarizing documents while at work. Personal fees may not be received
for any services provided as a part of their job or to clients.
It is the policy of Monarch that no one is authorized to advise an employee regarding the election of available
options under the VBA Defined Contribution Plan for Monarch Bank (401K plan). Information will be provided
on each of the alternatives, but the choice of an option must be the employee’s decision. Similarly, supervisors
are required to use discretion and care in advising employees concerning any personal finances or problems.
Employees are strongly discouraged from developing intimate relationships with other employees if a conflict of
interest could occur. If such a relationship develops, disciplinary action may be taken.
Engaging in outside business deals and or contracts with clients without the written approval of Monarch’s CEO.
FINANCIAL REPORTING COMPLAINT AND WHISTLEBLOWER PROTECTION POLICY
It is the policy of Monarch, and its subsidiaries, (the “Company”) to encourage employees to report improper accounting,
improper financial reporting or internal fraud that impacts the financial reporting function. This is further defined as
concerns over questionable accounting or auditing matters, violations of any rule or regulation of the Securities and
Exchange Commission, or any provision of state or federal law relating to fraud against our shareholders.
Employees who believe there have been questionable or improper acts regarding accounting or auditing matters or
possible violations of any rule or regulation of the Securities and Exchange Commission or other federal or state law,
regulation or rule involving fraud against our shareholders shall contact the Chairman of the Audit Committee. The Audit
Committee is a committee of the Board of Directors and is comprised of members who are independent of management.
This Committee is charged, among its other duties and responsibilities, with receiving and handling inquiries and
complaints of this nature from our employees. All matters reported to the Audit Committee shall be kept confidential and
anonymous, unless and until the reporting individual authorizes otherwise.
This complaint procedure should only be used for the specific items listed above. All other matters, such as personnel or
client issues, should be handled through a different channel.
All reports can be reported in writing or by email to:
Mr. Lawton H. Baker, CPA
Chairman, Audit Committee
Baker and McNiff, P.C.
5101 Cleveland St., Suite 104
Virginia Beach, VA 23464
LBaker@bakerandmcniff.com
Monarch shall not discharge, demote, suspend, threaten, harass, or take any other adverse action against an employee in
the terms and conditions of employment because of any lawful act of the employee to provide information, cause
information to be provided, or otherwise assist in an investigation concerning (1) questionable or improper accounting or
auditing matters that are reported to the Audit Committee; or (2) any conduct which the employee reasonably believes
constitutes a violation of the federal statutes governing mail fraud (18 USC 1341), wire fraud (18 USC 1343), bank fraud
(18 USC 1344), securities fraud (18 USC 1348), or any regulation or rule of the Securities and Exchange Commission or
any other federal or state law, regulation or rule relating to fraud against shareholders.
INSIDER TRADING
If an employee has material nonpublic information relating to Monarch, the Company’s policy prohibits that person or
any family or household member from buying or selling securities or engaging in any other action to take advantage of
that information or pass it on to others. This policy includes a prohibition on:
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Trading in Monarch securities while in possession of material nonpublic information;
Unauthorized personal use of material inside information, such as selective disclosure, or “tipping” of information
to one’s family, business or social acquaintances or others who do not have a need to know such information for
legitimate business reasons; and
Trading or tipping in securities of other companies, such as Monarch’s clients, if the information was obtained in
the scope of one’s employment.
Material information includes any information that a reasonable investor would consider important in a decision to buy,
sell or hold a security. Any information which could be expected to affect the price of a security may be material.
Material information may be positive or negative and may include: projections of future earnings or losses; changes in
financial condition, news of negotiations concerning a merger, acquisition, tender offer or other business transaction;
news of a significant sale or purchase of assets or a subsidiary; changes in dividend policies; the declaration of a stock
split; the offering or redemption of securities; changes in management; significant new contracts, products or discoveries;
financial liquidity problems or bankruptcy; significant litigation or regulatory action involving a company; and the gain or
loss of a key client or supplier.
Nonpublic, or inside, information includes any information which has not been adequately disseminated into the
marketplace so that shareholders and the investing public have had the time to receive the information and act upon it.
Adequate disclosure manes the information has been released to the public, not just to a selective few, and the market has
had sufficient time to react to the information (generally at least three business days).
The restrictions imposed by this policy extend not only to Monarch’s directors, officers and employees but also to their
immediate family members and persons living in their households. As a result, each employee has a responsibility to
ensure that close relatives and household members do not engage in transactions that would violate Monarch’s insider
trading policy.
In addition, a person who is not a Monarch employee may become a temporary insider if the person enters into a special
confidential relationship with Monarch and, as a result, is given access to information solely for Monarch’s purposes
under circumstances where there is a duty to keep the information confidential. Temporary insiders who are subject to the
restrictions of this policy include consultants, accountants, lawyers and other agents performing services for Monarch. By
virtue of services performed for one of Monarch’s clients or other companies, Monarch employees may also become
temporary insiders of another company.
Employees of Monarch are expected to protect confidential information related to Monarch and other companies with
whom it does business. If an employee knows or suspects that a violation of insider trading laws or this policy has
occurred or may occur, the employee is responsible for reporting the violation to the general counsel of Monarch.
Violation of this policy may result in discipline, including dismissal, as well as civil and criminal penalties, which may
include prison terms of up to ten years.
GIFTS AND ENTERTAINMENT
The Federal Bank Bribery Statute and other laws make it a crime for an employee or agent of a financial institution to
seek or accept gifts or other forms of value when given or sought with a corrupt intent.
The laws can apply to the giver as well as the receiver and convictions can result in substantial fines and prison terms.
Employees must comply with applicable laws and the policies that follow to avoid potential prosecution of themselves or
of Monarch’s clients, prospects or suppliers. In addition, failure to observe these policies can result in discharge from
employment at Monarch.
The policies are not intended to interfere with the normal exchange of common courtesies and reasonable favors, the
proper representation of Monarch at events where desirable, legal and justifiable for business purposes, or the proper
expression of good will between Monarch employees and clients, friends or family members. The purpose of the policies
is to ensure that Monarch employees and others with whom they have contact will be able to maintain objectivity and
avoid any actual or apparent impropriety in Monarch business relationships.
Gifts
No gifts, regardless of value, are to be encouraged or solicited by employees in connection with Monarch business or
responsibilities. However, gifts in kind such as fruits, flowers or candy may be accepted by employees as expressions of
courtesy and appreciation so long as their monetary value is minimal and does not represent a “substantial gift.”
Substantial gifts (over $100 in value) are not to be accepted, nor, as a general rule, to be given. Employees who receive
gifts exceeding this value should report them to their supervisor and the Chief Financial Officer. Documentation
reflecting the gift and its disposition should be maintained. For personal protection, employees should never accept a gift
in any form or amount if it could appear that the gift influenced them, or was intended to influence them, in dealing with
the giver, or if the gift could prove compromising or embarrassing. Employees should never accept a gift of money or
securities in any amount.
The payment or receipt of money, gifts, services or other things of value which could be construed as a bribe, kickback or
illegal payment from or to any individual or firm with whom Monarch does or hopes to do business is strictly prohibited.
Entertainment
Entertainment of or by Monarch’s clients, prospects or suppliers to facilitate business discussions is often desirable and
required by the nature of some jobs. Such entertainment must have a valid business purpose and be reasonable in nature
and proportions.
When entertainment is provided by Monarch, it must be in compliance with Internal Revenue Service regulations and
Monarch’s expense account rules. If employees entertain an employee of a financial institution, the additional restrictions
described in the next paragraph also apply. Monarch employees must not provide any entertainment that would be
embarrassing or compromising to the recipient.
If employees are being entertained by a client, prospect or vendor, at that person’s expense, the entertainment can involve
the normal amenities that facilitate the discussion of Monarch business, such as a meal, social event or round of golf.
When other entertainment is involved, such as weekend golf, hunting or fishing expedition, lodging, transportation fare or
the receipt of scarce or expensive tickets to athletic or theatrical events, these events should be promptly and fully
disclosed to the employee’s supervisor and the Chief Financial Officer with written explanation of the business purpose.
This same policy applies if employees are entertaining an employee or agent of another financial institution, such as a
bank, savings and loan association, credit union, small business investment company or land bank.
Summary
Employees should disclose promptly to their supervisors and the Chief Financial Officer any offers of gifts or
entertainment which are permissible under these policies but unusual in their character, or receipt of anything of value
beyond what is authorized in this code. It is not possible for these policies to anticipate every circumstance employees
may encounter, so if you need assistance in applying them to a particular situation not clearly covered, contact your
supervisor.
POLITICAL ACTIVITIES
Monarch encourages its officers and employees to exercise, as individuals, the prerogatives of good citizenship and to
participate in all elective processes at every level of government.
Any officer or employee, however, who engages directly or indirectly in any form of political activity, shall clearly do so
as an individual and not a representative of Monarch. Similarly, the endorsement by an officer or employee of any
political candidate or political party or cause shall be on an individual basis with no actual imputation of such
endorsement by Monarch itself and with no effect to capitalize in any way on the officers or employee’s association with
Monarch. No political activity of any kind shall be permitted to infringe on or impair the time or efficiency of the duties
and services of the particular officer or employee with Monarch. No officer or employee shall accept a nomination or
appointment to any public office without obtaining approval from the Human Resources Manager.
INFORMATION SECURITY POLICY
Monarch employees have access to confidential information about clients, employees and the plans, performance and
services of the corporation. Such information is among the most valuable assets of Monarch and must always be treated
as strictly confidential. Confidential information shall not be misused by employees, former employees or outsiders.
Disclosing confidential information to persons not entitled to such information and assisting any person in gaining
unauthorized access to company records are both direct violations of Monarch policy. This communication of false or
derogatory information about Monarch Bank, its clients or its employees is also a violation of corporate policy.
Any intellectual properties, including, but not limited to, technological innovations, discoveries and systems designs or
enhancements, which any employee designs or conceives while employed, whether during working hours or not, which
may relate to any business of Monarch will be disclosed to Monarch and shall, at Monarch’s option, become the sole
property of Monarch.
Violation of this general Information Security Policy or the more specific requirements included in the standards and
procedures applicable to individual functions of Monarch will result in appropriate disciplinary action which may include
termination of employment and legal action.
USE OF COMPANY RECORDS AND PROPERTY
Monarch holds each employee responsible for maintaining complete and accurate records, accounting entries and
classifications and for accuracy in expense account vouchers reflecting legitimate business expenses.
Misapplication or improper use of corporate or client funds or property, or false entry to records by employees or others,
must, in accordance with federal banking laws, be reported to federal authorities for investigation, possible prosecution,
and potential fines and imprisonment if convicted.
Personal use of company facilities must not add to the company’s costs or hinder the conduct of business. If the personal
use of company property does result in added costs, arrangements should be made to reimburse the company. An
employee involved in unauthorized use or intentional damage to company property is subject to disciplinary action and
possible dismissal.
INTERNET AND E-MAIL USE
Monarch has established an Internet and E-mail Policy, which is available on the company’s shared drive. Any employee
using Monarch e-mail is expected to review and follow this policy as well as other applicable Monarch policies. Any
violation of these policies or inappropriate or improper use of the internet services or e-mail may result in disciplinary
action up to and including termination of employment.
FINANCIAL REPORTING CODE OF CONDUCT
The Executive Officers and Senior Financial Officers of Monarch and its subsidiaries shall abide by such standards as are
reasonably necessary to promote:
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Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between
personal and professional relationships;
Full, fair, accurate, timely, and understandable disclosure in the periodic reports required to be filed by Monarch
and its subsidiaries; and
Compliance with applicable governmental rules and regulations.
Should this portion of the Code of Conduct be modified in any way, Monarch shall report the changes to the Securities
and Exchange Commission in a Current Report within two days of the change.