Hotline Policy and Procedures, Kellwood Company

HOTLINE POLICY AND PROCEDURE

INTRODUCTION

Kellwood Company ("Kellwood" or "Company") has long prided itself on a reputation for honesty and fairness both in its internal and external dealings. Fundamental to the Company’s understanding of what constitutes a “successful” company is its belief that integrity and ethical behavior must exist at every level of the organization. During its more than forty years in the apparel business Kellwood has continually created innovative and effective ways to assure the continued goodwill of the Company through the on-going education of its associates, communicating its message of “clean hands” in all of its business dealings and raising the bar in establishing the level of acceptable ethical behavior throughout the Company.

One of the Company’s tools used to assist its associates in maintaining high ethical standards is the Kellwood Company Hotline, a telephonic system managed by an independent third party, the Wackenhut Corporation (“Wackenhut”). This Hotline allows anyone in the U.S. to call the Company toll-free and anyone outside the U.S. to call the Company free of international calling fees, 24 hours per day, 365 days per year.

Wackenhut, itself a major company of 38,000 full time employees, is located in Palm Beach Gardens, Florida, where a call center is staffed 24 hours a day with complement of professional communication specialists to receive and document telephone calls and direct them to the appropriate individuals.

PROGRAM SPECIFICATIONS

Under the Kellwood Hotline program, all calls are directed through a Kellwood-dedicated telephone number: 800-486-2241. This number is accessible throughout the world. However, depending on the country from which the call is placed, a local call or prefix may be required to gain access to the toll free international number (specific local dialing instructions are provided to each facility outside the U.S.). The calls are answered by a Wackenhut communication specialist as “Kellwood Hotline”. A trained communication specialist answers all telephone calls within 5 to 10 seconds.

Under the Kellwood Hotline program, all calls are directed through a Kellwood-dedicated telephone number: 800-486-2241. This number is accessible throughout the world. However, depending on the country from which the call is placed, a local call or prefix may be required to gain access to the toll free international number (specific local dialing instructions are provided to each facility outside the U.S.). The calls are answered by a Wackenhut communication specialist as “Kellwood Hotline”. A trained communication specialist answers all telephone calls within 5 to 10 seconds.

If the caller chooses, they may remain anonymous. In no event is the call recorded. The communication specialist enters the information from the caller directly into a database where it is formatted into an appropriate report design. The communication specialist reads the information back to the caller and makes corrections, if necessary. The caller is supplied a unique code number for identification and callback purposes and is encouraged to call back if they have additional information on the reported event.

Wackenhut has the additional responsibility of organizing the reported information into separate categories, e.g. ethics and compliance; accounting, internal accounting controls, or auditing matters; fraud; theft; drug usage; sexual harassment/discrimination; operational problems; etc. Customized in-take forms are used to identify each type of call. When the call is completed, a Wackenhut supervisor is automatically notified. All final reports are reviewed for quality assurance and approved by supervisory personnel before they are transmitted to Kellwood.

Kellwood’s Human Resources department appoints a senior manager to act as the Kellwood Hotline Coordinator ("Coordinator"). The reports for all non-emergency calls are transmitted to the Coordinator for the following business day via email. Wackenhut personnel are trained to identify issues that may be considered a violation of the Sarbanes-Oxley Act of 2002 and any such reports will be transmitted the following business day directly from Wackenhut to the coordinator as well as to the General Counsel, who in turn will forward the report, unedited, to the Chair of the Audit committee.

On those rare occasions when emergency calls (defined as imminent physical threats to Company associates or property) are received, Wackenhut will immediately contact one of the members of the Kellwood Emergency Management team (CFO, Vice President Finance, Vice President Human Resources, General Counsel; or Director of Risk Management) to report the call.

KELLWOOD PROCEDURES

Primary responsibility for the coordination and maintenance of the Kellwood Hotline lies with the coordinator. The Coordinator will receive a daily report, via an email from Wackenhut, for each non-emergency telephone call made to the Kellwood Hotline the previous day. The Coordinator records each report in the Hotline Log Book and carefully reviews each report. The Coordinator individually assigns the reports to the appropriate individuals within Kellwood for resolution. Financial concerns that are not considered an issue under, or a violation of the Sarbanes-Oxley Act of 2002 are routed to the CFO; legal matters are directed to the General Counsel; issues relating to operational procedures are referred to the Director of Internal Audit, and human resource and safety matters are forwarded to the Vice President Human Resources. These individuals are responsible for resolving the reports in a timely manner and communicating the resolution back to the Coordinator. Once the issue has been adequately resolved, the Coordinator will document the resolution in the Hotline Log Book.

Each month Wackenhut provided the Coordinator with a monthly management summary report of all calls. These reports contain a compilation of the nature and number of calls received over that period. The Coordinator reviews these monthly summaries to verify that they match the notices received and logged on a daily basis and to ensure that each call has been assigned for resolution. Where practical, all reports will be resolved within thirty days from receiving the daily report from Wackenhut. Any call that remains outstanding in the log for more than thirty days will be followed-up by the Coordinator to ensure that the report is being resolved. The General Counsel will review the log monthly to ensure that all reports are being resolved in a timely manner.

BOARD REPORTING

It is the responsibility of the General Counsel to report Hotline activity, at least quarterly, to the Audit committee of the Kellwood Company Board of Directors. The General Counsel will review the calls and resolutions provided by the Coordinator in the Hotline Log Book and report on the activity for that period to the Audit Committee.

ASSOCIATE NOTICES

The existence, purpose and instructions on how to effectively use this Hotline Program was appropriately communicated to each associate of the Company at the time the Hotline was outsourced to Wackenhut. This was done either by way of email, Corporate Infonet, or posted communications. Additionally, this Hotline Policy and Procedure is posted on bulletin boards at each Kellwood facility and it is provided to each newly hired associate of Kellwood as part of the new hire’s orientation package.



HOTLINE POLICY AND PROCEDURE INTRODUCTION Kellwood Company ("Kellwood" or "Company") has long prided itself on a reputation for honesty and fairness both in its internal and external dealings. Fundamental to the Company’s understanding of what constitutes a “successful” company is its belief that integrity and ethical behavior must exist at every level of the organization. During its more than forty years in the apparel business Kellwood has continually created innovative and effective ways to assure the continued goodwill of the Company through the on-going education of its associates, communicating its message of “clean hands” in all of its business dealings and raising the bar in establishing the level of acceptable ethical behavior throughout the Company. One of the Company’s tools used to assist its associates in maintaining high ethical standards is the Kellwood Company Hotline, a telephonic system managed by an independent third party, the Wackenhut Corporation (“Wackenhut”). This Hotline allows anyone in the U.S. to call the Company toll-free and anyone outside the U.S. to call the Company free of international calling fees, 24 hours per day, 365 days per year. Wackenhut, itself a major company of 38,000 full time employees, is located in Palm Beach Gardens, Florida, where a call center is staffed 24 hours a day with complement of professional communication specialists to receive and document telephone calls and direct them to the appropriate individuals. PROGRAM SPECIFICATIONS Under the Kellwood Hotline program, all calls are directed through a Kellwood-dedicated telephone number: 800-486-2241. This number is accessible throughout the world. However, depending on the country from which the call is placed, a local call or prefix may be required to gain access to the toll free international number (specific local dialing instructions are provided to each facility outside the U.S.). The calls are answered by a Wackenhut communication specialist as “Kellwood Hotline”. A trained communication specialist answers all telephone calls within 5 to 10 seconds. Under the Kellwood Hotline program, all calls are directed through a Kellwood-dedicated telephone number: 800-486-2241. This number is accessible throughout the world. However, depending on the country from which the call is placed, a local call or prefix may be required to gain access to the toll free international number (specific local dialing instructions are provided to each facility outside the U.S.). The calls are answered by a Wackenhut communication specialist as “Kellwood Hotline”. A trained communication specialist answers all telephone calls within 5 to 10 seconds. If the caller chooses, they may remain anonymous. In no event is the call recorded. The communication specialist enters the information from the caller directly into a database where it is formatted into an appropriate report design. The communication specialist reads the information back to the caller and makes corrections, if necessary. The caller is supplied a unique code number for identification and callback purposes and is encouraged to call back if they have additional information on the reported event. Wackenhut has the additional responsibility of organizing the reported information into separate categories, e.g. ethics and compliance; accounting, internal accounting controls, or auditing matters; fraud; theft; drug usage; sexual harassment/discrimination; operational problems; etc. Customized in-take forms are used to identify each type of call. When the call is completed, a Wackenhut supervisor is automatically notified. All final reports are reviewed for quality assurance and approved by supervisory personnel before they are transmitted to Kellwood. Kellwood’s Human Resources department appoints a senior manager to act as the Kellwood Hotline Coordinator ("Coordinator"). The reports for all non-emergency calls are transmitted to the Coordinator for the following business day via email. Wackenhut personnel are trained to identify issues that may be considered a violation of the Sarbanes-Oxley Act of 2002 and any such reports will be transmitted the following business day directly from Wackenhut to the coordinator as well as to the General Counsel, who in turn will forward the report, unedited, to the Chair of the Audit committee. On those rare occasions when emergency calls (defined as imminent physical threats to Company associates or property) are received, Wackenhut will immediately contact one of the members of the Kellwood Emergency Management team (CFO, Vice President Finance, Vice President Human Resources, General Counsel; or Director of Risk Management) to report the call. KELLWOOD PROCEDURES Primary responsibility for the coordination and maintenance of the Kellwood Hotline lies with the coordinator. The Coordinator will receive a daily report, via an email from Wackenhut, for each non-emergency telephone call made to the Kellwood Hotline the previous day. The Coordinator records each report in the Hotline Log Book and carefully reviews each report. The Coordinator individually assigns the reports to the appropriate individuals within Kellwood for resolution. Financial concerns that are not considered an issue under, or a violation of the Sarbanes-Oxley Act of 2002 are routed to the CFO; legal matters are directed to the General Counsel; issues relating to operational procedures are referred to the Director of Internal Audit, and human resource and safety matters are forwarded to the Vice President Human Resources. These individuals are responsible for resolving the reports in a timely manner and communicating the resolution back to the Coordinator. Once the issue has been adequately resolved, the Coordinator will document the resolution in the Hotline Log Book. Each month Wackenhut provided the Coordinator with a monthly management summary report of all calls. These reports contain a compilation of the nature and number of calls received over that period. The Coordinator reviews these monthly summaries to verify that they match the notices received and logged on a daily basis and to ensure that each call has been assigned for resolution. Where practical, all reports will be resolved within thirty days from receiving the daily report from Wackenhut. Any call that remains outstanding in the log for more than thirty days will be followed-up by the Coordinator to ensure that the report is being resolved. The General Counsel will review the log monthly to ensure that all reports are being resolved in a timely manner. BOARD REPORTING It is the responsibility of the General Counsel to report Hotline activity, at least quarterly, to the Audit committee of the Kellwood Company Board of Directors. The General Counsel will review the calls and resolutions provided by the Coordinator in the Hotline Log Book and report on the activity for that period to the Audit Committee. ASSOCIATE NOTICES The existence, purpose and instructions on how to effectively use this Hotline Program was appropriately communicated to each associate of the Company at the time the Hotline was outsourced to Wackenhut. This was done either by way of email, Corporate Infonet, or posted communications. Additionally, this Hotline Policy and Procedure is posted on bulletin boards at each Kellwood facility and it is provided to each newly hired associate of Kellwood as part of the new hire’s orientation package.		ABOUT KELLWOOD CORPORATE POLICIES CORPORATE OFFICERS DIVISION MANAGEMENT HOTLINE POLICY AND PROCEDURES HISTORICAL HIGHLIGHTS PHILANTHROPY