Protective Life Corporation ("Protective" or the "Company") provides financial security through insurance and
investment products. Our purpose is to enhance the quality of life of our customers, our share owners, and our
people. We hold to three preeminent values – quality, serving people, and growth – which by tradition and choice
transcend all others. These are the foundation of our aspirations, our plans, our best energies, and our life
together in this Company.
In keeping with the Company's values, the following guidelines have been adopted by the Board of Directors and, along
with the charters of the Board Committees, provide the general framework for the governance of Protective Life
Corporation.
CORPORATE GOVERNANCE
GUIDELINES
Protective Life Corporation
Corporate governance guidelines
(Effective February 25, 2021)
I. Protective Life Corporation - Statement of Purpose .
Protective Life Corporation ("Protective"
or the "Company") provides financial security through insurance and investment products. We are committed to tearing down the barriers that prevent so many people from enjoying the peace of mind and satisfaction that come from taking care of their future financial needs and the needs of those who depend on them. This is our purpose. This will be our legacy. Four core values guide us in all that we do: Do the Right Thing, Serve People, Build Trust, and Simplify Everything. We serve with integrity and
honesty, treating each of our customers the way we would like to be treated.
In keeping with the Company's values, the following guidelines have been adopted by the Board of Directors and, along with the charters of the Board Committees, provide the general framework for the governance of the Company.
The board of directors
A. Statement of Responsibilities. The Board of Directors guides and oversees the business and affairs of Protective, monitors the performance of management, and is responsible for the general corporate health and well-being of the Company. Protective's business is conducted by its employees, managers, and officers, under the direction of the Chief Executive Officer (CEO) and the oversight of the Board. In accordance with corporate governance principles, the Board does not generally involve itself in day-to-day operations but, rather, monitors the Company's business on behalf of Protective's share owner. In addition to its general oversight of management, the Board also performs a number of specific functions, including:
- a. Selecting, evaluating and compensating the CEO and overseeing CEO and senior
officer succession planning;
- b. Providing counsel and oversight on the selection, evaluation, development, and
compensation of senior management;
- c. Reviewing and monitoring fundamental financial and business strategies and
approving major corporate actions;
- d. Assessing major risks facing the Company and reviewing options for their mitigation;
and
- e. Ensuring processes are in place for maintaining the integrity of the Company,
including the integrity of the financial statements, the integrity of compliance with
law and ethics, the integrity of relationships with customers and suppliers, and the
integrity of relationships with other stakeholders.
To assist in carrying out its duties and responsibilities, the Board of Directors has an Audit
Committee, Compensation and Management Succession Committee, and Corporate Governance and
Nominating Committee, each composed of members of the Board. Each of the committees reports its
actions to the Board. The current charters of these committees are published on Protective's website, www.protective.com.
Directors are expected to attend all meetings of the Board and of the committees on which they
serve and to devote the time and effort necessary to fulfill their responsibilities. Directors will be
provided with information important to their understanding of issues to come before the Board or
committee in advance of the meetings, and directors are expected to review these materials before the
meetings. Directors are expected to preserve the confidentiality of confidential material given or
presented to the Board.
An executive session at which only directors are present is scheduled and will be held
immediately following each regularly scheduled Board meeting. In addition, executive sessions at which
only non-management directors are present are regularly scheduled and held. The executive sessions are
chaired by the Chairman of the Board, who is an independent director. The Chairman of the Board also
acts as a liaison between the non-management directors and the Company's management.
Directors are expected to disclose to other directors any potential conflicts of interest they may
have with respect to any matters under discussion, and, if appropriate, refrain from voting on a matter in
which they may have a conflict.
Non-management directors shall advise the Chairman of the Board and the Chairman of the
Corporate Governance and Nominating Committee promptly upon accepting any public company
directorship or any assignment to the audit committee or compensation committee of the board of
directors of any public company of which such director is a member. Directors who are part of
management shall advise and receive the approval of the Board of Directors prior to accepting any such
directorship or assignment.
B. Director Qualification Standards. Directors should possess high personal and
professional ethics, integrity and values, and be committed to representing the long-term interests of the
share owners. They should also have an inquisitive and objective perspective, practical wisdom and
mature judgment.
1. Independence. The Board will observe all requirements and criteria for
independence under insurance and securities laws governing the Company and its subsidiaries, and will
evaluate any other information that the Board has that may impact independence, including a review of
employment, directorships, business and family relationships, interlocking directorships, and charitable
and civic organizations.
In addition, all members of the Audit Committee, the Compensation and Management
Succession Committee, and the Corporate Governance and Nominating Committee are independent under
the requirements of applicable laws and regulations.
2. Election of Directors. All directors are elected each year by the share owner at
the annual meeting of the share owner or by the share owner’s written consent. The Corporate
Governance and Nominating Committee is charged with recommending to the share owner a slate of
nominees for election to the Board.
The Board or the share owner determines the number of directors on the Board. Between annual
share owner meetings, the Board may elect directors to serve until the next annual share owners meeting.
The Company's directors are identified on the Company's website, www.protective.com.
3. Reelection, Retirement, and Resignation of Directors. Recognizing the value
of continuity of directors who have experience with the Company, the Board of Directors does not believe
that arbitrary term limits on directors' service are appropriate. The Board self-evaluation process
described below is an important determinant for Board tenure.
Any non-management director who ceases to hold the same or higher position with the business
or professional organization with which he or she was associated when first elected a director is
automatically deemed to have offered his or her resignation as a director of the Company. The Corporate
Governance and Nominating Committee will review and make a recommendation to the Board of
Directors with respect to such resignation. If the offer to resign is accepted by the Board, it will be
effective as of the next annual meeting of share owners.
Any director who is unable or unwilling to fulfill the duties of a director is expected to tender his
or her resignation.
III. Director Access to Management and Independent Advisors. Directors have free access to
members of management, including but not limited to in-house counsel and internal audit and accounting
personnel, as well as to the independent auditors. Any meetings or contact that a director wishes to
initiate may be arranged through the CEO, or the director may directly arrange for the desired meetings.
The Board of Directors and its committees have the authority to hire independent outside financial, legal
or other advisors at the Company's expense as they deem necessary.
The Board welcomes the regular attendance at Board meetings of non-Board members who are in
the most senior management positions in the Company.
IV. Director Compensation. Only directors who are not employees or officers of the Company or
its affiliates are compensated for their service as directors. Their compensation is intended to be
sufficient to attract qualified candidates. Directors are paid an annual Board membership retainer. The
Company does not have a retirement program for directors. Director compensation is reviewed by the
Board of Directors from time to time. The Corporate Governance and Nominating Committee is
responsible for making recommendations to the Board concerning director compensation.
V. Loans to Directors and Executive Officers. The Company will not make any personal loans to
its directors or executive officers.
VI. Director Orientation and Continuing Education . All new directors participate in the
Company's orientation initiatives as soon as practicable after the meeting at which they are elected. The
initiatives include presentations by senior management and outside advisors as appropriate to familiarize
new directors with the Company's business, its strategic plans, its significant financial, accounting, and
risk management issues, and its compliance programs, as well as their fiduciary duties and responsibilities
as directors. All other directors will be informed of, and are welcome to attend, any orientation
initiatives.
The Board of Directors periodically receives presentations at Board meetings relating to the
Company's business and operations, its compliance programs and any significant financial, accounting,
litigation and risk management information and issues, as well as any other matters of interest to the
Board. Additionally, directors will be offered the opportunity (but will not be required) to participate in
director education programs and director institutes offered by third parties. They also have the
opportunity to participate in conventions and other meetings of the Company's sales force.
VII. Management evaluation and succession.
A. Performance Evaluation. The Compensation and Management Succession Committee
of the Board of Directors recommends to the Board of Directors the annual performance goals for the
CEO. Each year the Compensation and Management Succession Committee assesses the performance of
the CEO against these performance goals and recommends the CEO's compensation based on this
evaluation. In determining the recommendation for the long-term incentive component of CEO
compensation, the Committee considers the Company's performance and relative return, the value of
similar incentive awards to CEO's at comparable companies, and the awards given to the Company's CEO
in prior years.
B. Succession Planning. The Compensation and Management Succession Committee is
responsible for making recommendations to the Board of Directors with respect to the succession
planning for the position of CEO. When it becomes necessary to appoint a new CEO, the Committee, in consultation with all directors who are not officers (and members of management as deemed appropriate),
reviews and recommends candidates for approval by the full Board of Directors.
The Board of Directors establishes and reviews such formal or informal policies and procedures,
consulting with the Compensation and Management Succession Committee, the CEO, and others, as it
considers appropriate regarding succession to the CEO in the event of an emergency.
The Compensation and Management Succession Committee is responsible for discussing with the
CEO succession planning for senior officers.
C. Chairman and CEO Positions. The Board of Directors has the discretion to determine,
from time to time, how to configure the leadership of the Board and the Company in the way that best
serves the Company. The Board reserves the right to vest the responsibilities of Chairman of the Board
and CEO in the same individual. The Board has no fixed policy with respect to combining or separating
the offices of Chairman of the Board and CEO. The Board has designated the Chairman of the
Compensation and Management Succession Committee to serve as Lead Director at meetings at which
the Chairman of the Board is not present.
VIII. Annual evaluations.
A. Review of Board's Functions and Procedures. The Corporate Governance and
Nominating Committee is responsible for reviewing with the Board of Directors, on an annual basis, the
functions and procedures of the Board and its committees and for making recommendations to the Board
concerning same. This assessment includes recommendations to the Board regarding the composition of
the Board, including such matters as the size of the Board of Directors, the mix of management and nonmanagement directors, and the qualifications desirable in nominees for Board membership. In addition to
board composition, the Corporate Governance and Nominating Committee monitors both the
effectiveness of the meetings of the Board and the quality of the management reports to the Board and, as
appropriate, recommends to the Board and to management actions designed to improve meetings of the
Board.
B. Committee Evaluations. The Audit Committee, the Corporate Governance and
Nominating Committee, and the Compensation and Management Succession Committee each perform an
annual review of such committee's performance, including a review of the committee's compliance with
and the adequacy of its Charter. The Audit Committee and Compensation and Management Succession
Committee report the results of their evaluations to the Corporate Governance and Nominating
Committee.
C. Board Self-Evaluation. The Corporate Governance and Nominating Committee of the
Board will lead the Board in an annual self-evaluation process to determine whether the Board and its
committees are functioning effectively. The Corporate Governance and Nominating Committee is
responsible for receiving self-evaluation reports from the committees and comments from the Board,
reviewing them and reporting annually to the Board an assessment of the performance of the Board and
its committees. The Board will discuss the evaluation presentation annually and will take action as
deemed appropriate.
IX. Guidelines for Business Conduct / Conflicts of Interest / Applicable Laws / Related Party
Transactions. The Company has adopted a Code of Business Conduct, which may be updated from time
to time as appropriate. This Code applies to directors, officers and employees of the Company and its
subsidiaries and contains a code of ethics for the CEO and senior financial officers. The Code contains a
method by which any reported concerns regarding questionable accounting or auditing matters are
communicated to the Chairman of the Audit Committee, including provision for the confidential, anonymous submission by employees of such concerns. The Audit Committee monitors the
administration of this Code.
In addition, officers, directors and certain employees are required to disclose to the Company on a
current basis, as well as certifying to the Company on an annual basis, any matter that could constitute a
conflict of interest. These disclosures are reviewed and, if appropriate, action is taken. The Audit
Committee monitors this process.
All employees, officers and directors are expected to know the laws applicable to their duties.
The Company provides training with respect to these duties and maintains a system of compliance
controls designed to promote compliance with these duties. The Audit Committee monitors the operation
of these controls.
Any relationships or transactions between any director and the Company or its affiliates that
might be considered related party transactions are brought to the attention of the Legal Department for
evaluation. If the Legal Department determines that the transaction or relationship is of sufficient size or
content to require disclosure under the SEC rules, and management wishes to proceed with such a
transaction, the transaction is directed to the Chairman of the Corporate Governance and Nominating
Committee for further review and action. Any transactions deemed by the Legal Department not to be of
sufficient size or content to require disclosure would be disclosed to the Corporate Governance and
Nominating Committee and the Board as part of the annual independence determination.
X. Revisions to these Corporate Governance Guidelines . he Corporate Governance and
Nominating Committee will review these Corporate Governance Guidelines periodically and will
recommend to the Board of Directors such revisions as it deems necessary or appropriate for the Board to
discharge its responsibilities more effectively.
Corporate governance - code of conduct
Protective Life Corporation has adopted a Code of Business Conduct that applies to all of our directors, officers and
employees, including our principal executive officer, our principal financial officer and all of our accounting
officers. Protective Life Corporation also requires annual acknowledgment of the Code of Business Conduct from all
of these people.
The Code of Business Conduct for Protective Life Corporation was amended on June 15, 2021, to reflect changes in job titles, and updates to the section on employees seeking public office.
Download Code of Conduct
Code of Business Conduct
for
Protective Life Corporation
and all of its subsidiaries and affiliates
(collectively referred to in this Code as “the Company”),
including
Protective Life Insurance Company
West Coast Life Insurance Company
Protective Life and Annuity Insurance Company
Protective Property Casualty Insurance Company
MONY Life Insurance Company
ProEquities, Inc.
First Protective Insurance Group
Revised January 3, 2022
You have a responsibility to report any suspected violations of this Code. A suspected violation could be a
situation that you observe or a situation that is brought to your attention by someone else.
Suspected violations must be reported promptly to at least one of the following:
- The Chief Compliance Officer, Scott Creutzmann, at (205) 268-8797 or scott.creutzmann@protective.com
- The Chief Legal Officer Mark Drew, at (205) 268-4941 or mark.drew@protective.com
- The Chief Human Resources Officer, Wendy Evesque, at (205) 268-5697 or wendy.evesque@protective.com
- The Human Resources Compliance Officer, Kristi Smith, at (205) 268-6145 or kristi.smith@protective.com
- The Code of Business Conduct telephone hotline at (205) 268-CODE (2633) or (800) 421-3564 (you may
communicate to the telephone hotlines anonymously).
- The Code of Business Conduct report form
(you may communicate using the form anonymously).
Table of contents
Our Values 1
A Statement of Our Ethical Principles 2
A Statement of Our Principles of Ethical Market Conduct 2
Obtaining Guidance About Ethical Concerns 2
Exceptions 2
Compliance and Speaking Up 3
Compliance with the Code 3
Individual Judgment and Questions to Ask Yourself 3
Speak Up and Report Suspected Violations 3
Penalty for Violations 4
Waivers of the Code of Business Conduct 4
Conducting the Company’s Business 4
Business Relationships 4
Dealing with Each Other 5
Dealing with Customers 5
Dealing with Producers and Agents 5
Dealing with Suppliers 5
Dealing with Regulators 6
Dealing with Public Officials and Employees 6
Doing Business with Any Government 6
Interacting with Public Officials and Employees6
Political Contributions, Political Fundraising and Political Activity at Work7
Dealing with Auditors 8
Engaging in Business Outside the United States 8
Dealing with News Media, Investors or the Public 8
Dealing with Adverse Parties 8
Avoiding Conflicts of Interest 8
Your Private Interests 8
Gifts, and Entertainment 9
Corporate Opportunity 10
Disparagement 10
Industrial Espionage 10
Prevention of Fraud 11
Appropriate Use and Safeguarding of Company Property 11
Confidential Information 11
Use of Software 12
Use of Company Systems and Devices 12
Accurate Records, Reporting and Disclosure 13
Accounting and Auditing Matters 13
Third-Party Workers 14
Complying with Laws 14
In General 14
Antitrust Laws 14
Securities Laws 15
Prohibitions on Employment in the Insurance Industry 15
Charitable Contributions 15
Our values
Throughout our Company’s history, our mission has remained boldly alive in our name. We are Protective. We are
committed to tearing down the barriers that prevent so many people from enjoying the peace of mind and satisfaction
that come from taking care of their future financial needs and the needs of those who depend on them. This is our
purpose. This will be our legacy.
Four core values guide us in all that we do: Do the Right Thing, Serve People, Build Trust, and Simplify Everything.
We serve with integrity and honesty, treating each of our customers the way we would like to be treated.
Each of us is responsible for the integrity of the Company, and each of us must be willing to raise ethical concerns.
People in management positions have a special responsibility to demonstrate high ethical standards and to create an
environment that requires ethical behavior.
This Code is intended to assist us in making the right choices. These same rules apply to everyone in the Company:
employees, senior management and our Board of Directors.
However, these guidelines do not cover every situation. You should be guided by the spirit of the guidelines as well
as the language, and you should get help whenever you are in doubt.
Remember, the accomplishment of the Company's mission and the fulfillment of the Company’s commitment to all those we
serve are dependent on each of us applying high ethical standards to whatever we do for the Company.
A statement of our ethical principles
- We will deal fairly and honestly with all people and treat each as we would expect each to treat us if the
situation were reversed.
- We will trust and respect each other and maintain an environment where people may question a Company practice
without fear.
- We will respect the dignity of each individual.
- We will not pursue any business opportunity in violation of the law or these principles.
- We will undertake only those business activities that will withstand public ethical scrutiny and our own
standards of integrity.
- We will disclose any conflict of interest we may have (including, but not limited to, those resulting from
outside business activities and/or volunteer work) regarding our responsibilities to the Company and remove the
conflict where required.
A statement of our principles of ethical market conduct
In addition to the Company’s ethical principles, we fully support the following principles of ethical market conduct:
- We will conduct business according to high standards of honesty and fairness and will render that service to our
customers which, in the same circumstances, we would apply to or demand for ourselves.
- We will provide competent and customer-focused sales and service.
- We will engage in active and fair competition.
- We will provide advertising and sales materials that are clear as to purpose and honest and fair as to content.
- We will provide for fair and expeditious handling of customer complaints and disputes.
- We will maintain a system of supervision and review that is reasonably designed to achieve compliance with these
principles of ethical market conduct.
Obtaining guidance about ethical concerns
We all share a responsibility for the Company’s integrity and reputation. It may take courage to raise an ethical
issue; however, our Company expects this of you, considers it an important responsibility of yours, and our
management will support you in carrying out your responsibility.
When you have an ethical concern, the best thing to do is to discuss it with your manager or any other appropriate
person in the Company. The doors of the Legal Department and the Human Resources Department are always open to you.
Exceptions
No set of guidelines, including this Code, can cover all the situations you may encounter, and there may be
situations in which exceptions are appropriate. If you encounter a situation where the application of a rule or
principle contained in this Code seems inappropriate, talk to your manager about it. Your manager can consult with
the appropriate approval authority to determine if an exception is in order. In case of doubt as to approval
authority, the Legal Department should be consulted.
Compliance and speaking up
Compliance with the code
Compliance with this Code is essential to being true to our Company’s vision and values. The Company will insist on
compliance. You are responsible for understanding and complying with these requirements. Your manager is responsible
for assisting you.
Individual judgment and questions to ask yourself
Even though this Code provides you with general guidance and your manager and the Legal Department are available to
help you, you ultimately must depend on your own individual judgment in deciding on the correct course of action. As
you consider a particular situation, ask yourself these questions:
- Is my action consistent with approved Company practices?
- Is my action consistent with the Company's preeminent values?
- Does my action avoid any appearance of conflict of interest or impropriety?
- Am I considering any outside employment or volunteer work that would interfere with my role with and
responsibilities for the Company?
- Can my actions withstand the light of day?
- Can I in good conscience defend my action to my supervisor, to other employees, and to the general public?
- Does my action meet my personal code of behavior?
- Does my action conform to the spirit of these guidelines?
- Is my action the “right thing” to do?
If the answer to any of these questions is “no,” you should reconsider your course of action or seek guidance from
your manager, the Legal Department or the Human Resources Department before you act.
Be careful about substituting collective judgment for your individual judgment. Ask yourself: “What specifically am I
being asked to do? Does it seem unethical or improper?” Use your good judgment and common sense. If something would
seem unethical or improper to a reasonable person, it probably is.
Speak up and report suspected violations
You have a responsibility to speak up and report any suspected violations of this Code. A suspected violation could
be a situation that you observe or a situation that is brought to your attention by someone else. If you aren’t sure
whether a situation rises to the level of a Code violation, talk to your manager or to one of the people listed
below. If you report an action to your manager and suspect that it may be a Code violation, you should make sure
that you or your manager report it to one of the appropriate contacts for Code violations.
Suspected violations must be reported promptly to at least one of the following:
- The Chief Compliance Officer, Scott Creutzmann, at (205) 268-8797 or scott.creutzmann@protective.com
- The Chief Legal Officer, Mark Drew, at (205) 268-4941 or mark.drew@protective.com
- The Chief Human Resources Officer, Wendy Evesque, at (205) 268-5697 or wendy.evesque@protective.com
- The Human Resources Compliance Officer, Kristi Smith, at (205) 268-6145 or kristi.smith@protective.com
- The Code of Business Conduct telephone hotline at (205) 268-CODE (2633) or (800) 421-3564 (you may
communicate to the telephone hotlines anonymously).
- The Code of Business Conduct report form
(you may communicate using the form anonymously).
No employee will suffer any adverse action, retribution or career disadvantage for questioning a Company practice or
for making a good faith report of a suspected violation of this Code or other irregularity. The Company will
investigate possible violations. In doing so, we will respect the interests of all parties concerned. If requested,
the identity of employees reporting suspected violations will be kept confidential unless we are required to reveal
it to conduct an adequate investigation, to enforce these guidelines or to comply with applicable law or judicial
process.
After reporting a suspected violation, an employee is expected to cooperate with the persons investigating the
situation (the “Investigative Team” or “Team”). In most cases, that means that the reporting employee will respond
promptly to requests of the Investigative Team, if the Team has any requests. In most cases, an employee’s role in
relation to the suspected violation will have been fulfilled by reporting it and responding to the Team’s requests.
The reporting employee should not expect or consider himself or herself to be a part of the Investigative Team. The
Team will determine the appropriate method for carrying out the investigation, and the appropriate communications
about the investigation, including any communications with the employee who reported the suspected violation.
Penalty for violations
Those who violate the standards in this Code will be subject to disciplinary action up to and including termination
of employment.
Waivers of the code of business conduct
Any waiver of the Code for executive officers or directors may be made only by the Company’s Board of Directors or a
committee of the Board and will be promptly disclosed as required by law or stock exchange regulation.
Conducting the company’s business
Business relationships
In conducting the Company’s business, we deal with a variety of people and organizations, including other employees,
customers, suppliers, competitors, community representatives, and the investment community.
- Our relationships are business relationships and should be based on our Company's long-term business interests.
While we may develop friendships or other relationships with those with whom we deal, our dealings with others
should reflect our Company's best interest.
- All of our business relationships should be based on honesty and fairness.
- We want long-term, mutually beneficial business relationships, and trustworthiness is essential to establish and
keep them.
- We will be truthful. If there is a mistake or misunderstanding, we will correct it immediately.
From time to time, we may enter into relationships with other businesses to pursue opportunities. It is important
that the businesses with whom we work will conduct their activities ethically and in compliance with all applicable
legal and regulatory requirements.
Dealing with each other
Basic to our relationship with each other is the recognition of the value and worth of each individual and the
necessity to provide a working climate that is protective and supportive of the well-being of all employees.
- We are committed to providing opportunity to our employees; we will employ and promote those employees who are
best qualified for the job. See the Equal Employment Opportunity Policy in the Employee Handbook.
- We will listen carefully and value the opinions and experience of employees and respect their diverse
backgrounds, cultures, religions, experiences and beliefs.
- We will provide protection to all employees or applicants for employment against sexual or other harassment. The
full text of the Company's Harassment Prevention Policy is included in the Employee Handbook.
- Applicants for employment and employees will be evaluated for employment and promotion on a non-discriminatory
basis.
Dealing with customers
Serving customers is the focal point of our business. Satisfying customers is the only way to ensure business
success.
- We must work with customers to understand and anticipate their needs and to identify and remove obstacles
customers may see in doing business with us.
- We must accurately represent our products and services in our marketing, advertising and sales efforts.
- We need to respond promptly and courteously to our customers and investigate and resolve customer complaints.
- We seek to provide high quality products and services. We should evaluate customer satisfaction and continuously
improve our quality.
Dealing with producers and agents
Our producers and agents are an essential link in providing quality products and services to our customers.
- We must select and retain agents that share our values and our commitment to quality.
- We desire to form lasting relationships with our agents – relationships based not just on production, but also
on compatible philosophies and attitudes.
Dealing with suppliers
Prospective suppliers will have a chance to compete fairly for our business.
- We will select suppliers based on high quality product, service and value.
- We want long-term relationships with our suppliers.
Dealing with regulators
Our business is highly regulated. Our regulators have a responsibility to the public; to the extent our regulators
perform their jobs well, we and other good companies benefit.
- We will always respond to and cooperate with regulatory authorities. If a regulator contacts you and you are not
the designated employee responsible for dealing with that regulator, you should courteously assist the regulator
in reaching the appropriate employee.
- To avoid confusion, only certain employees are designated to represent the Company when communicating with
regulators. If you are not a designated employee, you should refer any inquiry from a regulator to one of the
employees in your division that is so designated. If you have questions about who is so designated, you should
call Government Affairs about the types of communication you engage in with regulators.
- Regulators are public officials. All of the rules regarding our interactions with public officials apply to
regulators.
Dealing with public officials and employees
Federal, state, local and foreign governments have varying and complicated restrictions on interacting with public
officials and employees, fundraising activities, and giving gifts to public officials and employees. There are even
more restrictive rules for certain people – broker-dealers, investment advisers and anyone who “lobbies.” Because of
the complexity of these laws, and the fact that they frequently change, the following sections will inform you about
several situations you may face:
Doing Business with Any Government
To protect the public interest, the federal and some state and local governments have enacted laws and regulations
that must be met by private contractors. These laws and regulations are often harsh and impose strict requirements
on contractors that are significantly different and more extensive than those we encounter in our commercial
contracts. In many instances, violation can result in criminal sanctions, meaning the employee can be individually
liable.
Since these laws involve the public trust and their violation often involves criminal sanctions, it is essential that
there be strict compliance with all laws and regulations – in both spirit and letter – in transacting business with
the government.
In conducting government business, it is essential that the terms of the contract with the government be strictly
complied with and no deviations or substitutions be made without the written approval of the contracting officer or
other authorized representative.
Additionally, there are laws and regulations governing ethics and campaign contributions for some individuals who
conduct regular business with government entities—for example, broker-dealers and investment advisers. These people
also must comply with any ethics rules which apply to these interactions.
Interacting with Public Officials and Employees
Federal, state, local and foreign governments have varying and complicated laws governing interactions with public
officials, public employees, and their families, some of which prohibit or severely restrict the provision of gifts,
such as meals, gratuities or entertainment to such individuals. While there are exceptions to some of these laws,
they are generally narrowly construed. It is therefore the policy of the Company that no employee is allowed
to provide any gift or thing of value to public officials, public employees, or their families unless an
exception under the law clearly applies. Please refer to the Government Affairs Guidelines in the
Employee Handbook for further guidance regarding Alabama and Federal law. If you are contemplating activity that
might involve laws in other states or territories, please contact Government Affairs for specific guidance.
You should not directly or indirectly offer, make, or solicit inappropriate payments or contributions to try to
influence any public official or other public employee to take action, fail to take action, or give an advantage
over another person or business. If a gift is meant to corruptly influence or bribe a public official or
employee, it is always prohibited and there is no exception. This includes domestic or foreign
officials and employees, political parties, party officials, candidates, legislators, and regulators.
It is important to be aware that certain activity is defined by the federal and state governments as “lobbying.” If
you are lobbying, or you are a lobbyist, there are many requirements and restrictions which apply to both you and
the Company. Definitions vary among jurisdictions, but “lobbying” generally is the practice of promoting, opposing,
or influencing legislation, regulation, or official action at any level of government. It is the policy of
the Company that only certain people, working through Government Affairs, may engage in lobbying on behalf of
the Company. If you are concerned that your activity might be lobbying, please contact Government
Affairs.
These laws frequently change, so you should periodically update the advice, such as legal or ethics opinions, that
you have received on a previous occasion. In many instances, violators of these laws are subject to criminal
penalties. If you anticipate interacting with a public official or employee, governmental body (including
regulators) government-related entity (e.g. water authority, public hospital) or a lobbyist, it is your
responsibility to learn the applicable law.
For more information, please review the Government Affairs Guidelines located on PRISM.
Political Contributions, Political Fundraising and Political Activity at Work
Certain employees and the directors of the Company may participate in the Protective Life Corporation State Political
Action Committee and/or the Protective Life Corporation Federal Political Action Committee. Except in cases reviewed
by Government Affairs and approved by the Chief Compliance Officer, Company resources shall not be used to support
political parties, political causes or candidates.
- Individual employees are welcome to support any political party, political committee, political cause, or
candidate that they wish, but they must do so on their own time and may not use Company resources. Employees
should take steps to ensure that there is no suggestion in their volunteer activities that the Company is
supporting a particular candidate, political cause, or party (e.g. if appearing in a candidate’s brochure, do
not wear a Protective golf shirt).
- An employee, including an incumbent, seeking to gain or retain public office (which would cause the employee to become a public official or employee) should notify his/her manager as well as Government Affairs of his/her intention regarding public office and request approval prior to qualifying as a candidate or accepting an appointment. Note that this rule applies to appointed positions, as well as elected positions. Please refer to the Government Affairs Policy in the Employee Handbook for more information about this process.
- No employee may seek election for or accept appointment to any regulatory board, commission, or other body
(including, but not limited to, the Alabama Department of Insurance) that directly regulates the Company.
- Employees are not permitted to run for or hold certain public positions while continuing their employment with the Company due to, among other things, the time commitment involved, restrictions on campaign support, potential negative impacts to the Company, and the difficulty of managing conflicts of interest. These positions include but are not limited to: (1) the U.S. Senate or House of Representatives; (2) statewide elected office (e.g., Governor, State Treasurer); and (3) state legislator.
- If a planned contribution, whether traditional or in-kind, could in any way be looked upon as involving Company
funds, property or services, Government Affairs should be consulted.
- If you work in an area (e.g. brokers, dealers and investment advisers) that has restrictions on political
contributions, make sure you understand your department rules for contributions, and call Government Affairs if
you have any questions.
For more information, please review the Government Affairs Guidelines located on PRISM.
Engaging in business outside the united states
The business activities of the Company and its subsidiaries are focused on consumers in the United States, and our
dealings with foreign persons and entities are currently very limited, Nevertheless, as members of the Dai-ichi Life
Group, the Company and its subsidiaries are part of a global business organization, and we are committed to
compliance with both domestic and foreign laws and regulations designed to prevent, deter, and detect bribery and
corruption. Before you engage in any business activities on behalf of the Company that involve persons or entities
outside the U.S., you should seek guidance from the Company’s Legal Department.
Dealing with auditors
Our business is heavily dependent on the accuracy of our financial and accounting information. The public relies on
the role of our independent public accountants in auditing this information. You may not take any action to
influence, coerce or manipulate the Company’s or its subsidiaries’ independent public accountants for the purpose of
rendering the financial statements of the Company misleading.
Dealing with news media, investors or the public
Contact with news media and the investment community, and any public discussion of Company business and products,
should only be made through one of the Company's authorized spokespersons.
If you are questioned by news reporters or investment analysts you should refer them to the appropriate Company Media
Contact Person. For details about the appropriate person to contact regarding media or other Company-related
communications, see the Company’s Policy on Communications with News Media in the Employee Handbook. Failure to
observe this policy can cause tremendous harm to the Company and spread misinformation. We must exercise particular
care when considering release of information of a sensitive or material nature, the disclosure of which could
influence the judgment of investors to buy, sell or hold Company securities.
Dealing with adverse parties
We are committed to conducting our business with honesty and integrity. That commitment also extends to situations in
which we find ourselves in an adversarial relationship with another party, such as a lawsuit or other dispute. It is
important that communications in these situations be handled by the appropriate people who are authorized to
communicate on behalf of the Company. For example, if an attorney who does not represent the Company contacts you
about something other than an ordinary, non-adversarial matter, you should immediately – before communicating with
that attorney – contact the Company’s Legal Department for instructions.
Avoiding conflicts of interest
Your private interests
You are expected to avoid situations where your private interests or the private interests of your loved ones
conflict with the Company’s interests.
- You must disclose any potential conflict of interest to your manager so it can be resolved. "Potential conflicts
of interest" include business or personal relationships with customers, suppliers, agents, employees or
competitors or any other person or entity with whom the Company does business.
- “Suppliers” include any person or entity which furnishes goods or services to the Company. For example,
"suppliers" would include reinsurers, printers, bankers, law firms, marketers, lobbying firms and
entities from or through which the Company purchases advertising.
- You should not have any business or financial relationship with customers, suppliers or competitors that could
influence or appear to influence you in carrying out your responsibilities. This would include the ownership of
stock in these companies. However, ownership of a nominal amount of stock in a publicly-owned company would not
be considered a conflict unless the amount was large enough to influence you.
- You may not market products or services that compete with ours. Nor may you work for a competitor, customer or
supplier as an employee, consultant or member of its board of directors without written approval of the Chief
Executive Officer or the Board of Directors.
- The Company recognizes that there are employees with particular professional expertise who may wish to engage in consulting and/or expert witnessing services for legal matters in their free time. Employees seeking to do this work may do so only after contacting the Chief Compliance Officer and receiving express permission to participate in the work.
- Similarly, the Company recognizes that some employees maintain a law license and that they may wish to engage in private practice, consulting, and/or expert witnessing in their free time. The actual conflicts of interest and the appearance of conflicts of interest that may result from this outside work are a special concern to the Company. Accordingly, the Company prohibits employees from doing outside legal work for compensation. Employees seeking to do pro bono legal work may do so only after contacting Steve Callaway or Melinda Peevy in the Legal Department and receiving express permission to participate in the work.
If you are not sure if your situation or relationship with another organization might conflict with your job
performance or our Company's interests, you should discuss it with your manager. Most potential conflict situations
are readily resolved and it is always best for you to raise your concern before engaging in the activity.
Gifts, and entertainment
Business gifts and entertainment are a common part of doing business, often helping to foster
goodwill and create lasting professional relationships. However, it is important that gifts and/or
entertainment do not appear as, or give the impression of, an attempt to receive or give favorable
treatment or unduly influence someone. Inappropriate gifts and entertainment (given or received)
are inherently compromising and do not belong in our business relationships.
Customary, business-related Gifts and Entertainment are acceptable if they are:
- (1) unsolicited,
- (2) reasonable and customary in cost and in relation to your position with the company,
- (3) appropriate as to time and place,
- (4) not vulgar or offensive,
- (5) not in violation of any law or generally accepted ethical and industry standards including the
standards of the recipient's organization, and
- (6) able to withstand public ethical review and regulatory scrutiny.
If you receive an unacceptable gift or offer of entertainment, courteously decline, return
the gift,and inform the person making the offer of our Policy. If the gift is perishable and/or
impractical to return, it should be shared with the department or donated to a charitable
organization with a letter of explanation to the provider.
Subject to the above conditions, you may receive or give customary, business-related
small Gifts (under $100 in fair market value) and Entertainment (under $250) without review
and/or approval.
Reporting and Pre-Approval
All Gifts valued in excess of $100 and all Entertainment in excess of $250 (except meals) must be preapproved.
These should all be reported in advance to your supervising Planning and
Accountability (“P&A”) leader in writing for review and approval. P&A committee members shall
seek the aforementioned preapproval(s) from their direct leader. All reviews (whether approvals or
disapprovals) shall be logged accordingly. Note: It is recognized that preapproval may not always
be possible for non-prescheduled events. In those cases, you should report the entertainment
promptly following the event.
Government Officials
When dealing with regulators, public officials, public employees, or their families there are
additional legal restrictions on the value of Gifts and Entertainment. Please refer to “Dealing with
Regulators” or “Dealing with Public Officials and Employees” section(s) of the Code of Conduct for
those additional limitations.
Additional Limitations
Please be aware that some employees may be subject to additional limitations and/or
recordkeeping requirements due to specific laws and regulations - for example, laws and
regulations governing the activities of broker-dealers and investment advisors. You should
consult your manager for information on any rules specific to your area of the Company.
Corporate opportunity
You are prohibited from taking for yourself personally opportunities that are discovered through the use of Company
property, information or position without the consent of the Chief Executive Officer or the Board of Directors. You
may not use Company property, information or position for improper personal gain, and you may not compete with the
Company directly or indirectly. You owe a duty to the Company to advance its legitimate interests when the
opportunity to do so arises. Your work product belongs solely to the Company.
Disparagement
No one should ever make false, misleading or disparaging remarks about individuals or organizations or their products
and services.
- Do not disparage our competitors or their products or employees. We should sell our products and services on
their merits.
- If you make comparisons between our products and those of a competitor, they should be relevant, accurate,
factual and up-to-date.
Industrial espionage
You may not engage in industrial espionage or acquire information about other companies through improper means. You
have a responsibility not to steal or misuse the intellectual property of any supplier, customer, business partner
or competitor.
We regularly acquire information about other companies in conducting our business. This is acceptable when this
information is properly acquired. Proper sources would include information that is published or in the public domain
or that is lawfully received from the owner or an authorized third party.
Examples of improper means of acquiring information are:
- Receiving from a third party information that was illegally or improperly acquired by the third party.
- Receiving confidential information of a company from present or former employees who are unauthorized to
disclose it.
If you are offered proprietary information under suspicious circumstances, you should immediately consult our Legal
Department. If you come into possession of information from another company that is marked confidential, or that you
believe is confidential, you should consult our Legal Department if you have any questions regarding the proper
authorization of your possession.
Prevention of fraud
Every employee has an obligation to act to detect, deter and prevent fraud. If you discover facts that may indicate
fraudulent activity, you must report the discovery immediately. For example, if you discover a document that appears
to be a fake, you should report it immediately.
Appropriate use and safeguarding of company property
Each of us is responsible for protecting Company property. The Company’s property includes your work product, the
Company’s trade secrets, technology and proprietary information as well as physical property. The property and
services of the Company – including third-party services and technologies that you may access due to your job role –
are to be used solely for the benefit of the Company and should be used only as authorized by the Company. Managers
are responsible for setting up and keeping good controls to protect the Company from loss or unauthorized or
unlawful use of its property or services. Each of us is responsible for assisting in preventing waste and theft and
assuring the integrity of the controls.
Confidential information
The Company regularly develops confidential or proprietary information that is very valuable to the Company. This
type of information includes, but is not limited to, all information that is not generally known to the public and
relates to the Company’s:
- business plans, strategies, and pricing;
- administration and product development;
- technologies;
- customers (including prospective customers);
- agents (including prospective agents);
- distributors (including prospective distributors);
and any other information that gives the Company a competitive advantage.
The Company also regularly receives non-public, confidential information from those with whom we do business.
Examples of these types of information are the information we receive from our customers, agents, administrators,
suppliers and business partners.
Any of this information should be treated as the Company’s property, which we have a duty to protect. We may also be
subject to laws and regulations that require us to safeguard this information, such as the laws and regulations that
require us to protect customer information. Additionally, we may have agreements that spell out our obligations for
using and protecting the information, such as our customers’ authorizations for medical information or
confidentiality agreements we have with our agents, suppliers, or other third parties.
In connection with your activities on behalf of the Company, you may have access to and become knowledgeable about
information that is confidential, private or proprietary. Through the course of your employment with the Company,
you may also develop or create information that should be considered the Company’s confidential, private or
propriety information. You must protect the confidentiality and privacy of that information.
- You may only use or disclose confidential, private or proprietary information for Company purposes; you may not
use or disclose it for personal benefit or for the benefit of competing interests.
- To preserve confidentiality, you should only disclose confidential information to Company employees who have a
“need to know” that information for business purposes. If you share confidential information with an employee,
you should tell the employee that the information is confidential. If you need to share information outside the
Company, you should exercise additional caution. Generally, confidential information should not be disclosed to
a third party unless the disclosure is covered by an express written agreement between the Company and the third
party.
- You must limit your use of confidential, private or proprietary information to what is authorized by any
agreement relating to the information or, if there is no express agreement, to what is impliedly authorized.
Your responsibility to keep information confidential continues after you leave employment with the Company.
For further information on the appropriate handling of confidential information, please consult the Company
Information, Company Work Product, and Company Property Policy.
None of the above statements about keeping information confidential are intended to preclude or dissuade employees
from engaging in legally protected activities, such as discussing the terms and conditions of employment or
reporting any suspected violations of this Code.
Use of software
One form of intellectual property we acquire is computer software. In addition to being copyrighted, computer
software programs are usually subject to license agreements. These agreements restrict the Company’s use (and,
therefore, your use) of the software. For example, a license may prohibit copying of the programs and restrict its
use to a specified computer.
- You should understand the limitations on the use and copying of any software. If you have questions, you should
contact the Chief Information Security Officer, Allen Thompson, at (205) 268-5293 or allen.thompson@protective.com.
- You should not copy software, use it on a different computer or give it to a third party unless you have
confirmed that the license agreement permits such copying or use.
- Any authorized copies shall contain the proper copyright and other required notices of the vendor.
- Downloading software using the Company’s electronic communications systems is discouraged. If you need to
install a specific application on your workstation or another Company system, please submit a request through
the IT Self-Service Portal.
Use of company systems and devices (use is not private)
The Company’s systems and devices such as telephones, voice mail, email, smartphones, Intranet and Internet access
(both wired and wireless), and desktop and laptop computers are intended to be used for the Company’s business. The
Company recognizes that it is sometimes acceptable for employees to use these systems or devices for lawful personal
purposes. You should, however, keep such use to a minimum and remember that such use is not private.
We will respect the privacy of each of our employees. Our work on behalf of the Company, however, is not private; it
belongs to the Company. The Company reserves the right to access communications within its systems or on its
devices. The Company may monitor, intercept or record communications such as telephone calls, electronic
communications including email, instant messages, text messages and Intranet or Internet access as it deems
necessary or appropriate to ensure customer satisfaction, to improve quality, to guard against inappropriate uses
and, in rare cases, to guard against unlawful uses.
An employee should not attempt to access another employee’s communications without the other employee’s permission or
other appropriate authorization. The Legal Department should be consulted for guidance on the appropriate
authorization for accessing employee communications. If communications are monitored, steps should be taken to
discontinue monitoring if the communications are determined to be personal, lawful and appropriate under this Code.
Accurate records, reporting and disclosure
Company records must reflect an accurate and verifiable record of all transactions and disposition of assets. We have
internal accounting controls, including controls to limit transactions to those which are properly authorized and to
promote both accountability for assets and reporting accuracy.
It is our responsibility to ensure that documents filed with or submitted to the Securities and Exchange Commission
and other regulators or other public communications by the Company and its subsidiaries contain full, fair,
accurate, timely and understandable disclosure.
- Information that you record and submit to another party, whether inside or outside our Company, must be
accurate, timely and complete. It should honestly reflect the transaction or material.
- Like all Company employees, financial officers and employees must understand and apply the rules and regulations
applicable to their job duties. In case of financial employees, this includes all laws, rules, regulations and
accounting principles involved in accounting for transactions of the Company.
Accounting and auditing matters
The integrity of our financial reports is essential, and we intend to comply with all financial reporting and
accounting regulations applicable to the Company. If you have concerns or complaints regarding questionable
accounting or auditing matters of the Company, you must submit those concerns or complaints to the Chief Legal Officer.
The term “questionable accounting or auditing matters” includes:
- fraud or deliberate error in the preparation, evaluation, review or audit of Company financial statements;
- fraud or deliberate error in the recording and maintenance of the Company’s financial records;
- deficiencies in or noncompliance with the Company’s internal accounting controls;
- misrepresentation or false statement to or by a senior officer or accountant regarding a matter contained in the
Company’s financial records, financial reports or audit reports; or
- deviation from full and fair reporting of the Company’s financial condition.
If a report of suspected violation of the Code relates to accounting, internal accounting controls or auditing
matters, the report will be transmitted to the Chairman of the Audit Committee by the Chief Legal Officer. You may elect
to remain anonymous by making your concerns known via the Code of Business Conduct Hotline (205-268-2633 or
800-421-3564) or electronically using the Code of Business Conduct report form. If you choose to make an anonymous
submission, you are encouraged to give as much detail as possible so that we will have the information necessary to
carry out an investigation. We will treat any non-anonymous complaint received confidentially in accordance with our
policies for reporting other violations under the Code. In the event that, as a manager, you receive a report of a
concern regarding questionable accounting or auditing matters, it is your responsibility to submit that concern to
the Chief Legal Officer.
Third-party workers
Consultants, agents, and other third-party workers retained by our Company are expected to adhere to this Code and
other Company policies in the course of their work on behalf of the Company.
- In retaining a consultant, you should ensure that no conflict of interest exists, that the consultant is
genuinely qualified in the business for which retained, that the compensation is reasonable for the services
being performed, and that there is a written agreement outlining the statement of work and requiring the
consultant to comply with all applicable laws and appropriate Company policies.
- Consultants, agents, and other third-party workers may not be retained to do anything illegal or improper. You
may not do anything indirectly that you may not do directly, and you may not do through a third party what you
may not do yourself.
Complying with laws
In general
The Company intends to conduct its business in a way that not only conforms to the letter of the law, but also
promotes the spirit of fairness and honesty behind the laws.
- Every employee has the responsibility to become familiar with and comply with the laws and regulations that
govern his or her area of responsibility. Ignorance of applicable laws is not acceptable.
- If you have questions about the meaning or application of any law or regulation, you should consult with and be
guided by the advice of the Legal Department. Decisions regarding the application of the various laws should not
be made without that advice.
- You may not take any action that you know or that our Legal Department has advised would violate any law or
regulation.
Antitrust laws
The antitrust laws are intended to preserve competition by prohibiting actions that could unreasonably restrain the
functioning of a free and competitive marketplace.
- Any agreement that could limit competition in a specific market may be a violation of these laws and must be
reviewed by the Legal Department.
- Because verbal exchanges can be viewed as an agreement, you need to exercise caution whenever you meet with
competitors.
- Keep your discussions to the business purpose of the meeting.
- Avoid discussions with competitors related to market share, projected sales for any specific product or service,
revenues and expenses, production schedules, inventories, unannounced products and services, pricing strategies,
marketing and, of course, any confidential, private or proprietary Company information.
- You should not discuss with a competitor whether the Company or the competitor intends to enter or withdraw from
a specific market.
These guidelines also apply to informal contacts you may have with competitors, including those at trade shows or
meetings of professional organizations.
Each of the following may be a violation of the antitrust laws. In many instances, violators are subject to criminal
penalties. Before engaging in any discussions with a competitor concerning the following, you must review the matter
with the Legal Department:
- Prices or rates
- Allocation of markets or customers
- Limitations on production or quality
- Boycott of suppliers
- Intentions or motivations concerning entering or withdrawing from a market.
The Company has an Antitrust Compliance Manual, located on PRISM that provides more comprehensive information and
guidance about the antitrust laws than this Code. You should make sure that you understand and comply with the
Antitrust Compliance Manual.
Securities laws: transactions in company securities, dai-ichi securities, and other companies’ securities
Federal Law prohibits buying or selling securities based on "inside information," which is information not publicly
available that could affect the price of the securities. Penalties for violations of these laws can be severe, and
could include significant fines and imprisonment. As the Company is now a wholly-owned subsidiary of Dai-ichi Life
Holdings, Inc., common stock in the Company is no longer publicly traded. However, certain Company securities,
including debt securities, continue to be publicly traded.
- If you have material inside information about the Company, Dai-ichi, or any other company, you may not buy or
sell, or advise others to buy or sell, those securities. Note that this would include "giving tips" to friends
or family.
- Inside information that might be material includes earnings estimates, significant business developments,
expansion or curtailment of operations, sale or purchase of substantial assets or any other activity of
significance.
- You have an obligation to protect any confidential or material non-public information you obtain from the
Company or its subsidiaries, or from Dai-ichi or its subsidiaries.
For further guidance on trading in securities and inside information, please consult the Company’s policy on Trading
in the Securities of Protective, Dai-ichi, and Other Companies, located on PRISM.
Prohibitions on employment in the insurance industry
It is a federal crime for a person who has ever been convicted of a felony involving dishonesty or breach of trust to
work in the business of insurance unless that person obtains the consent of the appropriate state department of
insurance, and it is a federal crime for a person who works in the business of insurance to willfully permit a
person who has been convicted of a felony involving dishonesty or breach of trust to work in the business of
insurance. If you have ever been convicted of a felony and have not obtained the required consent, or if you know
that a fellow employee, consultant or agent has been convicted of a felony, you must immediately report the
situation to the Legal Department.
Charitable contributions
All of the Company’s charitable contributions, including in-kind contributions, must be managed through the
Protective Life Foundation. You may not use Company monies to make charitable contributions. In addition, any
purchase of goods or services from a charitable organization for a marketing purpose must be coordinated through the
Protective Life Foundation's Executive Director. All other purchases of goods or services from a charitable
organization must be done on an arm’s-length basis. For example, purchases of tickets to the symphony or advertising
through a charitable organization must be coordinated through the Protective Life Foundation's Executive Director,
but purchases of a flu vaccine through a non-profit hospital, if done on an arm’s-length basis for fair value, may
be done through the Company. All requests for charitable contributions are to be submitted to the Executive Director
of the Protective Life Foundation.
*******************
By faithfully adhering to the Code, we assure those who share an interest in our Company – notably our customers,
shareowners and employees – that Protective is committed to the vision and values that serve as our foundation. This
will help to ensure the Company’s continued success, growth and viability. Since its inception, Protective has
consistently required those who act on its behalf to do so with integrity. Our commitment to this fundamental
principle remains central in all that we do.
You have a responsibility to report any suspected violations of this Code. A suspected violation could be a situation
that you observe or a situation that is brought to your attention by someone else.
Suspected violations must be reported promptly to at least one of the following:
- The Chief Compliance Officer, Scott Creutzmann, at (205) 268-8797 or scott.creutzmann@protective.com
- The Chief Legal Officer, Mark Drew, at (205) 268-4941 or mark.drew@protective.com
- The Chief Human Resources Officer, Wendy Evesque, at (205) 268-5697 or wendy.evesque@protective.com
- The Human Resources Compliance Officer, Kristi Smith, at (205) 268-6145 or kristi.smith@protective.com
- The Code of Business Conduct telephone hotline at (205) 268-CODE (2633) or (800) 421-3564 (you may
communicate to the telephone hotlines anonymously).
- The Code of Business Conduct report form (you may communicate
using the form anonymously).