CODE OF CONDUCT

It is the desire of Kellwood Company, its Subsidiaries and Divisions, to not only be a good citizen of the United States, but also to conduct business in an ethical and moral manner in all of the countries of the world in which we have the privilege to do business.

As the scope and breadth of Kellwood's sourcing and customer base expands to include more diverse cultures, we must ensure that the business people and companies with which we associate have the same values that we expect from our own employees. To achieve this end Kellwood subscribes, and we endeavor to have our business partners subscribe, to the following principles in conducting business.

• ETHICAL STANDARDS: We endeavor to respect the ethical and moral standards and beliefs of all peoples and cultures with whom we deal. We in turn expect our business partners to respect our rules and procedures.

• LEGAL REQUIREMENTS: We expect our employees and business partners to abide by the laws of the countries in which we conduct business. We also expect that International law related to the conduct of business between Nations be followed at all times.

• HEALTH AND SAFETY: We strive to have a safe and healthy working environment in all the facilities that Kellwood owns and operates. We also expect that any business partners to whom we provide work will endeavor to provide a safe and healthy environment for the employees in their workplace, and also in the living facilities provided to the workers, should such facilities be provided.

• ENVIRONMENTAL SAFEKEEPING: We understand that the environment in which we live is ours to maintain and protect. We subscribe to manufacturing practices that ensure the safekeeping of our natural resources and ecological surroundings, and expect our business partners to also adhere to these principles.

• WAGES AND BENEFITS: The wage and benefit structure of our business partners must comply with the applicable Country or State laws.

• WORKING HOURS: We expect our business partners to operate based on prevailing local work hours. Any time worked over the norm for the area should be compensated at the overtime rate as prescribed by the local labor laws and should be worked voluntarily. We encourage our contractors and business partners to provide workers the opportunity for a reasonable amount of time off from their duties to rest and to be with their families.

• CHILD LABOR: The use of child labor is not permissible. For a definition of "child", we will first look to the national laws of the country in which business is being conducted. If, however, the laws of that country do not provide such a definition or if the definition includes individuals below the age of 14, we will define "child", for purposes of determining use of illegal child labor, as any one who is:
  1. less than 14 years of age; or
2. younger than the compulsory age to be in school in the country in which business is being conducted, if that age is higher than 14.

• PRISON/FORCED LABOR: We will not knowingly utilize or purchase materials and/or product manufactured by prison or forced labor-indentured, bonded or otherwise. We also do not condone the practice of involuntary employee "deposits", withholding of identity papers or any other practice that would restrict free movement of employees.

• DISCRIMINATION: We recognize and are aware that cultural differences will exist between various peoples. However, we do believe that people should be employed based on their ability to perform a needed function; not on the basis of personal beliefs or characteristics.

• FREEDOM OF ASSOCIATION: We recognize and respect the right of employees to exercise their lawful rights of free association, including joining or not joining any association. We expect our business partners to also adhere to these principles.

• DISCIPLINARY PRACTICES: We will not condone any type of harassment, abuse, corporal, mental or physical punishment by a business partner or an employee.

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