­The Nelson Family of Companies

Business Ethics Policy

V.1.2023

The following encompasses and is applicable to the Nelson Family of companies, including both Nelson-Jameson, Inc. and NEXT Logistics, and all employees therewithin. The Business Ethics Policy is set, maintained, and measured by our Environmental Social Governance (ESG) Task Force, the management team, Employee Experience, and regulatory department, in consultation with the Board of Directors.  The Business Ethics Policy is reviewed every two years.  

One of the Nelson Family of Companies foundational principles is doing business in a fair and ethical manner: “dealing morally, honestly and fairly; striving to give superior value; being willing to go the extra mile; and pursuing excellence in every facet of our endeavors.”  The organization and each employee have a responsibility for maintaining a high standard of ethical and legal conduct in all business transactions and activities. Ethical business conduct includes any business decision relating to customers, customer personnel, vendors, vendor personnel, competitors, government agencies, etc.

As a privately held, family-owned business that is focused primarily on B2B sales, and predominantly domestic sales, we have referenced ISO 2600 Standards, GRI Standards, and the United Nations UN Global Compact, and developed the following core areas of focus.  To ensure a robust understanding of ethics in the workplace, The Nelson Family of Companies will target a 95% completion rate for employees for yearly ethics training.  

Prohibition of Improper Payments Given

The Company requires all employees to only use lawful practices involving payments to customers, officials, candidates or governmental authorities. As a result, kickbacks and bribes offered with the intent of inducing or rewarding specific buying decisions or actions are strictly prohibited. No Company employee may offer to make direct or indirect payments of value in the form of compensation, gifts or contributions to any of the following:

• Persons or firms employed by or acting on behalf of a customer (private or governmental) for the purpose of rewarding favorable actions in a transaction.

These restrictions are not applicable to ordinary, reasonable business entertainment expenses and gifts of no substantial value. Management should exercise sound judgment and discretion with regard to controlling and authorizing these business expenses on a regular basis.

Reporting to Management

Any employee who must authorize, make or agree to a payment that may be contrary to this policy must report this information to their manager or to the Company’s legal counsel immediately. If an employee learns that a coworker is engaging in conduct contrary to this policy, the employee must report this information to their manager or the Company’s legal counsel immediately as well. Management personnel who receive a report will promptly discuss the issue with legal counsel for further investigation.

Antitrust Laws

Antitrust laws are relevant to many business decisions, and those who engage in illegal actions against such laws are subject to fines and imprisonment. Management will help guide employees in abiding by antitrust decrees applicable to the Company. The Company intends to comply with all U.S. antitrust laws applicable to normal business operations and will hold employees responsible for abiding by these laws as well.

Exchange of Information with Competitors

Communication with competitors would be an infringement of antitrust laws, specifically if the communication is accompanied by some action. The prohibitions of this policy are intended to avoid antitrust infringements. Under this policy, no employee may discuss information on any subject with a competitor or another third party acting on behalf of a competitor to remain compliant with Section I of the Sherman Antitrust Act, unless the Company’s legal counsel determines that the communication would not violate antitrust laws.

Whistleblowing

All reports will be investigated promptly and thoroughly. Complaints and actions taken to resolve complaints will be handled as confidentially as possible. Appropriate actions will be taken to stop and remedy such conduct, including interim measures during a period of investigation.

Retaliating or discriminating against an employee who reports a suspected incident of harassment or who cooperates in an investigation is prohibited. Employees who violate this policy or retaliate against an employee in any way will be subject to disciplinary action, up to and including termination.

Information Security

We place a tremendous value on the security of our customers’ data, as well as our suppliers, and of course, our employees, and the trust they lend in sharing that information with us. As laid out in our Written Security Plan (WCP), the Nelson Family of Companies Cyber Security Team will be responsible for initial implementation of the (WCP), maintaining or adjusting the (WCP) and assigning appropriate resources around education, testing, and evaluating the (WCP).   This team will include the VP of Information Technology, VP of Finance, and VP of Employee Experience.  Targets of focus include:

• Mitigate the risks that are inherent in electronic communications
• Ensure the security and confidentiality of our partners’ information
• Protect against anticipated threats to the security and access of our partner’s information­­­