Code of Conduct

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Code of Conduct

A Message from the Chairman and CEO

AT NU SKIN, we instill confidence today and optimism for the future. We do this by empowering people to improve lives with rewarding business opportunities and an enriching, uplifting culture.

 

You play a central role in these efforts, and we’re proud to have you on our team. As part of our commitment to improving lives, we strive to maintain the highest standards of integrity and ethical conduct.

 

We established the Nu Skin Code of Conduct to help guide our behavior with respect to fellow employees, Nu Skin, our directors, our distributors, other businesses, governments, local communities, and our shareholders. Each of us—in every position, in every country—has a responsibility to uphold and abide by these principles. We ask that you become familiar with the principles contained in the Nu Skin Code of Conduct and encourage you to ask questions if you have any doubts or concerns about the ethical or legal implications of any situation.

 

Above all, we encourage you to continue to be a force for good in your community and workplace by always following the highest standards of business integrity. When we all do our part to exemplify ethical conduct, we have a greater impact in our collective business success and, most importantly, our ability to improve people’s lives. 


Our Values

WE ARE ETHICAL AND HONEST. We do what we say and strive to keep our commitments. We are responsible and accountable for our actions and decisions. We are loyal to one another, our distributors, and ourselves. We demonstrate a strong work ethic and hold ourselves to the highest moral guidelines of conduct.

 

WE ARE INNOVATIVE. We represent the best and brightest in our chosen fields of expertise. We continually seek new opportunities for growth and development and proactively share and receive knowledge. We are committed to understanding our business, distributors, and strategies for success.

 

WE ARE COLLABORATIVE. We work together to build up Nu Skin and work across boundaries to understand our impact on others. We share information and expertise to benefit others. We demonstrate flexibility and adapt to change. We believe in each other and foster trusting relationships.

 

WE ARE A FORCE FOR GOOD. We improve lives at work, at home, in the community, and in the world. This is the essence of who we are and how we demonstrate our difference. We are part of a global family, and we work every day to make the world a better place.


Our Mission

OUR MISSION is to be a force for good throughout the world by empowering people to improve lives with rewarding business opportunities, innovative products, and an enriching, uplifting culture.

 

Our Vision

OUR VISION is to become the world’s leading business opportunity platform.

 

Our Brand Promise

OUR BRAND PROMISE is to inspire confidence today and optimism for tomorrow.


The Code of Conduct

 

You Represent Nu Skin

AS A MEMBER OF THE NU SKIN TEAM, you represent Nu Skin. The Code of Conduct is a set of ethical and legal principles that are designed to be a reference and resource for you when dealing with issues that may arise as part of your work. The Code of Conduct applies to all directors, officers, and employees of Nu Skin Enterprises, Inc., and its subsidiaries and affiliates (“Nu Skin”). It is not meant to address every ethical or legal issue you may encounter, and it should not take the place of your own good judgment. In addition to the Code of Conduct, Nu Skin has policies and training materials that provide more detailed guidance relating to the Code’s principles. If you have questions that are not addressed by the Code of Conduct or other Nu Skin policies, please contact Nu Skin’s Chief Compliance Officer or the Compliance and Ethics Helpline.

 

The Code of Conduct is …

• A set of ethical and legal principles that represent Nu Skin’s mission and values.

• A constant reminder of our values and commitment to being a force for good throughout the world.

• A guide to the standards expected of Nu Skin employees all over the world.

 

QUESTION: 
Countries have different cultures and laws. Does the Code apply to everyone globally?

ANSWER: 
Yes. The conduct established in this Code applies to all employees worldwide, regardless of their location. If a local custom, culture, or law contradicts the Code, you should contact the Corporate Compliance Office or the Legal Department for guidance.


Responsibilities

 

Employee Responsibilities

We are responsible for our own actions. Nu Skin expects the actions of employees to be in accordance with the Company’s mission and values and to be of the highest ethical standard. Each of us has a responsibility to understand and follow Nu Skin’s Code of Conduct, to follow local laws and regulations, and to adhere to other Nu Skin policies and procedures. Employees are also responsible for reporting violations of the Code of Conduct. Employees who fail to comply with the Code or who fail to report known or suspected unethical activities, may be subject to disciplinary action.

 

Management Responsibilities

Managers are expected to exemplify the highest standards of business conduct. Managers should set an example for all employees and are expected to ensure their staff members fully understand and comply with the Code of Conduct, Nu Skin policies and procedures, and applicable laws and regulations. Managers are also responsible for encouraging the high standards noted in the Code of Conduct as part of each employee’s daily work activities. Management should foster a work

environment that rewards honesty and open communication, where employees feel comfortable raising questions and concerns regarding the law or the Code of Conduct. Employee concerns or allegations should be received and handled by managers respectfullyand professioknally. Managers have a responsibility to report to HR, Legal, or Corporate Compliance when ethical concerns are brought to them. 

 

QUESTION:
As an employee, what should I do if I am not sure that I have observed misconduct, unethical behavior, or a violation of the Code of Conduct?

ANSWER:
Have a discussion with your manager or a member of your management team. If you are uncomfortable reporting the issue to your manager, or if the manager is the issue, you can use the Compliance and Ethics Helpline; Whistleblower program; or contact Legal, HR, or the Compliance Office.
• Nu Skin has provided a Compliance and Ethics Helpline and email account to address such questions and any other questions
related to the Code of Conduct or compliance and ethics.

 

Helpline: 001-801-345-2600
Email address: complianceandethics@nuskin.com


Addressing & Reporting Concerns

 

Nu Skin strongly encourages an open and honest environment where employees can freely express their concerns and report violations.

 

If you have a question regarding an ethical issue or concern or want to report a violation of this Code, we encourage you to talk to your manager, supervisor, or other members of the management team. In some circumstances, you may want to communicate directly with the Corporate Compliance Office, or members of the Legal or Human Resources Departments. This option is always available to you. If you report a suspected violation to your manager or another member of the management team and appropriate action is not taken, you are required to contact Nu Skin’s Corporate Compliance Office. If you want to report anonymously, you may use Nu Skin’s Whistleblower program. Nu Skin policies prohibit intimidation, retribution or any other form of retaliation for reports of misconduct made in good faith.

 

The following options have been established for employees to report a violation of the Code of Conduct:

1. Address complaints with immediate supervisor or manager

2. Contact any of the individuals listed below

3. Send an anonymous complaint by calling the Whistleblower Hotline 001-844-330-7803 or clicking “Submit Complaint.”

 

Discipline for Violators: Employees who violate the Code of Conduct may be subject to disciplinary action, including termination. Disciplinary action also may be taken against anyone who directs or approves infractions, or fails to promptly report a violation, or retaliation against someone who makes a report in good faith.

 

Waivers of the Code of Conduct: Only Nu Skin’s Board of Directors, or its Audit Committee, may grant a waiver of the Code of Conduct for Nu Skin’s directors Company of a material departure from any provision of the Code of Conduct, or any failure by the Company to take action within a reasonable period of time regarding a material departure from any provision of the Code of Conduct that has been made known to an executive officer, is considered to be a waiver of the Code of Conduct. 

 

QUESTION:
Is there a way to report a violation anonymously?

ANSWER:

Yes. If you prefer to report concerns anonymously, you can use Nu Skin’s Whistleblower program. Nu Skin policy prohibits retaliation against employees who raise concerns, participate in an investigation, or otherwise seek advice. 

 

Nu Skin Whistleblower Hotline

001-844-330-7803

nuskin.ethicspoint.com

 

QUESTION:
Where can I get information about Nu Skin’s Whistleblower Policy?

ANSWER:
A link to Nu Skin’s Whistleblower Policy can be found on the front page of iNSider. If you need further information, please contact Nu Skin’s Compliance Office or Chief Compliance Officer at the phone number or e-mail address provided. 

 

GENERAL COUNSEL

D. MATTHEW DORNY

GENERAL COUNSEL
MADORNY@NUSKIN.COM

001-801-345-6061

INTERNAL AUDIT

CHRIS ERICSON

VP INTERNAL AUDIT

CERICSON@NUSKIN.COM

001- 801-345-2603

HUMAN RESOURCES

WAYNE BUSH

VP HUMAN RESOURCES

WBUSH@NUSKIN.COM

001-801-345-2520

BOARD OF DIRECTORS

EDWINA WOODBURY

CHAIRMAN AUDIT COMMITTEE

EDWINA.WOODBURY@ CHAPELHILLPRESS.COM


The Workplace

 

The following are the standards related to the workplace that you should uphold and encourage in others with whom you work.

 

“A good person is someone who’s willing and looking to help other people.”

BLAKE RONEY, FOUNDER

 

You are responsible for your own conduct and should always take proper care with the use of company property, time, and resources. Nu Skin employees have a duty to safeguard and protect Nu Skin’s assets, including but not limited to: reputation, cash and other financial assets, Nu Skin’s names and trademarks, physical plant and equipment, computers, computer software, supplies, records, electronic data, and customer and distributor information. All company assets should be used for legitimate business purposes. The following are the workplace standards you should uphold and encourage in others with whom you work. 

 

Safety

We are committed to protecting our employees by providing a safe and healthy work environment. We strive to comply with all applicable safety and health laws and regulations wherever our employees work. You are responsible to promptly report accidents and conditions you believe are unsafe.

 

Supporting Fair Treatment and Diversity

Equal Employment and Opportunity: Nu Skin is an equal opportunity employer and is committed to the fair treatment of employees. Applicants and employees are evaluated on their qualifications, demonstrated skills, and achievements, and not by gender, gender identity, sexual orientation or sexual preference, age (40 or older), color, race, religion, national origin, disability, veteran status, marital status, pregnancy, childbirth, or pregnancy-related conditions, or other status protected by law. 

 

Diversity: At Nu Skin, differences are appreciated and respected. Each employee should help create and maintain a work environment where everyone feels comfortable and respected, regardless of individual differences, talents, or personal characteristics. Sensitivity and respect for local traditions and customs in countries where we conduct business is encouraged. Diverse employee experiences give us a broader perspective in a global business environment.



The Workplace

 

Fostering a Work Environment Free From:

 

Harassment: Nu Skin is committed to providing employees with a work environment free from harassment, intimidation, and abuse from other employees, distributors, vendors, and other individuals in the work place. At Nu Skin, harassment of any kind will not be tolerated and is strictly prohibited, including: derogatory or threatening comments, unwelcome sexual advances, requests for sexual favors, displaying visual images of a sexual nature, physical or verbal harassment, or violent behavior. Employees are encouraged to report any type of harassment incidents immediately. Nu Skin will not tolerate acts or threats of violence and will investigate all reports. You have a responsibility to act when you are aware of a threat or risk to any of our employees.

 

Alcohol and Illegal Drugs: Nu Skin is committed to maintaining a work environment free from drugs and alcohol. Employees are prohibited from manufacturing, distributing, selling, possessing, or using alcohol or illegal drugs (or prescription drugs in an unregulated manner) while at work, on company property, or in company vehicles. For additional guidance you should refer to the complete policy on alcohol and illegal drugs.

 

QUESTION:

I overheard a coworker threaten another employee who is afraid to report the incident. What should I do?

ANSWER:

You should encourage the employee to report the incident. If the employee is still hesitant, you should report the incident immediately. Nu Skin will not tolerate acts or threats of violence and will investigate all reports. You have a responsibility to act when you are aware of a threat or risk to any of our employees.

 

QUESTION:

My coworkers tell jokes that are offensive and of a sexual nature. Should I just ignore them?

ANSWER:

No. Nu Skin does not tolerate this behavior. If jokes or stories are offensive to you, promptly report this to your supervisor or manager or to the Human Resources Department.

 

QUESTION:

I am a team leader, and during a business meeting with distributors, one of my team members made several flirtatious remarks to one of the distributors. I thought this was a personal issue and didn’t say anything. Am I right?

ANSWER:

No. If you tolerate your team member’s inappropriate behavior, you are giving the message that it is acceptable. Your team should behave the same way at a business or distributor meeting as they would behave in the office. You should remind the team member about appropriate business behavior at meetings or in the workplace. This behavior is inappropriate and against Nu Skin policy. If the behavior continues or you have additional questions or concerns, contact the Human Resources Department.


The Workplace

 

Computer Usage and Electronic Communications at Nu Skin

 

Nu Skin’s computer systems and networks are private systems and are to be used only by authorized users. These systems are established and maintained for the purpose of conducting company business and may not be used for personal commercial solicitations, for sending or receiving discriminatory or harassing messages, for viewing pornography, or for receiving and distributing other material that is inflammatory, maliciously defamatory or otherwise illegal. This policy does not limit an employee who has authorized access to the company’s email system from using that system during non-work time, for communicating about wages, hours, working conditions and other issues as authorized by the National Labor Relations Act.

 

Electronic communications and data created using company systems and transmitted on company networks are the property of Nu Skin. All such communications and data must be stored on equipment and sites under the control of Nu Skin. Employees do not have a right to privacy in those communications and should not expect that such communications or any data created, stored, or transmitted on company systems and networks will be kept confidential. Nu Skin has the right, at all times, to monitor electronic transmissions and to access data and communications that use its systems. However, in accordance with Utah law, Nu Skin is prohibited from requesting the usernames or passwords of an applicant’s or employee’s social media accounts. 

 

QUESTION:

My co-worker told me that I shouldn’t email personal information through my work email because other people at Nu Skin can read it. Is that true?

ANSWER:

Yes, Nu Skin has the right to access and monitor email and instant message communications stored on company computers or servers, including in connection with investigations and discovery in litigation.

 

QUESTION:

What are the guidelines for talking about Nu Skin on social media or on my Facebook page or personal blog?

ANSWER:

This question is increasing in importance as Social Media grows. You may participate and talk about Nu Skin in social media; however, only specifically-authorized company representatives are allowed to post material or comments on behalf of Nu Skin. When posting about Nu Skin on an online or social platform, you should make it clear that you do not represent Nu Skin and your views do not represent the views of Nu Skin. You should also not take public positions on company issues and should never post discriminatory, defamatory, untrue, obscene, or inflammatory comments, particularly about Nu Skin, its employees, distributors, or affiliates. In addition, information or materials regarding anything that is confidential, or proprietary or not public knowledge, should never be included in social media. Doing so could impact your status with Nu Skin. If you have additional questions regarding Social Media contact your local or Corporate Public Relations or Legal department.


The Workplace

 

A Matter of Privacy

Nu Skin respects the privacy and dignity of all employees and will acquire and retain only the personal information that it believes is necessary for effective operations or that is required by law. Nu Skin believes in protecting the privacy of its business partners’ personal information, and as an employee, you have a responsibility to help prevent any inappropriate disclosure of such information. Nu Skin will appropriately protect employee, consumer, and distributor information and will comply with Nu Skin’s privacy policy and applicable privacy laws.


The Marketplace

 

The following are the standards related to the marketplace that you should uphold and encourage in others with whom you work.

 

We value our relationship with our customers and business partners and strive to enhance the marketplace for everyone involved through high standards of ethical conduct and adherence to applicable laws and regulations. We are committed to dealing fairly with customers, distributors, suppliers, competitors, and employees, including avoiding manipulation, concealment, abuse of privileged information, misrepresentation of material facts, or any other unfair-dealing practice. We strive to work with business partners who exemplify our own high standards of integrity and business conduct. Nu Skin will not knowingly do business with vendors, distributors, or consultants who are not similarly committed to operating in accordance with the laws and standards consistent with the Code of Conduct. 

 

Gifts and Entertainment

In many industries and countries, gifts can be used to strengthen business relationships. Entertainment gifts include meals and/or attendance or participation in sporting events, theater, or other similar activities. Gifts include promotional or business favors such as shirts, card holders, flash drives, etc. Gifts also include Nu Skin

products and cultural or traditional breads, cakes, candies, and other similar items. Occasional gifts or entertainment may be provided or received by employees if they are reasonable complements to business relationships and comply with Nu Skin’s anti-corruption and anti-bribery policies. Gifts and entertainment should be of reasonable value and infrequent. Employee requests or solicitations of gifts, entertainment, or other gratuities are unacceptable. Giving or receiving a cash gift or cash equivalent is not acceptable. Nu Skin’s anti-corruption and anti-bribery policies and other local policies regarding gifts and entertainment provide more specific details in regards to gifts and entertainment. Gifts and entertainment that are provided to business contacts must be properly recorded and classified in Nu Skin’s financial records.

 

QUESTION:

What should an employee do if they are requested to provide a gift or favor to a distributor, vendor, or government official and feel pressured to comply with the request to maintain a good relationship with the individual? What is allowable as it relates to gifts and entertainment?

ANSWER:

This is an area that often requires good judgement on the part of the employee. As a general rule, gifts and entertainment should be reasonable in value and infrequent. They must be appropriate for the occasion and position of the individual(s) entertained. Gifts should be of a promotional or cultural nature, and cash gifts are never appropriate and violate Company policy. You must properly document any gift or entertainment provided and include the business purpose, the nature of the gift/entertainment, and those present or receiving the gift. In many cases you must obtain prior approval from the proper level of management. Gifts and entertainment are specifically covered by the Global Anti-Corruption and Anti-Bribery Policy, which provides guidance for when these items are allowed. Please consult the Global Anti-Corruption and Anti-Bribery Policy before providing gifts or entertainment. If you have questions or concerns related to gifts or entertainment, please contact the Corporate Compliance Office or the Legal Department.


The Marketplace

 

Conflicts of Interest

Employees have an obligation to act in the best interest of Nu Skin and to avoid even the appearance of a conflict of interest. A conflict of interest exists when an employee’s personal interest interferes in any way, or even appears to interfere, with the interests of Nu Skin. For example, a conflict of interest exists when an employee or an employee’s family member benefits personally from a business decision over which the employee has influence. Never let your business dealings or decisions on behalf of Nu Skin be influenced, or appear to be influenced, by receipt of a gift for personal or family interests. If an employee or a family member could receive personal or financial benefit from a business decision in which they may participate, they should disclose the relationship and ask to be excluded from participating in the decision. Avoid any situation that creates or appears to create a conflict of interest and report such situations to Nu Skin’s Chief Compliance Officer.

 

QUESTION:

What kind of a relationship would be considered a conflict of interest?

ANSWER:

Any relationship, whether with a romantic partner, friend, family member, former employee, distributor, vendor, etc., may be considered a conflict of interest if your relationship with this person could affect your decisions or could impact our business, or the livelihood of you or the other individual. Conflicts of interest also arise when an employee, officer or director, or a member of his or her family, receives improper personal benefits as a result of his or her position with Nu Skin, including loans or guarantees of obligations. 

 

Example: Your brother has recently opened a printing business and has asked you to redirect Nu Skin’s business to his company. You would like to support him in the new venture. Even if contracting with your brother is in the best interest of Nu Skin, you have a conflict of interest and should not be involved in the business decision. You should disclose the relationship and turn the decision over to your supervisor or a person designated by your supervisor. 

 

Example: A vendor is aware that you are trying to purchase a new home. The vendor introduces you to a banker who is a friend of the vendor and informs the banker that you are also a good friend. The vendor suggests that the banker provide you with a “good deal” on a loan. Because of the “favor” or introduction by the vendor, you could feel more partial to the vendor in regards to Nu Skin’s business. The vendor’s “good deed or favor” could result in actual or perceived unfair partiality towards the vendor on your part. This is a conflict of interest. 

 

Any potential conflict of interest should be reported to the employee’s supervisor, Human Resources, the Corporate Compliance Office. 


The Marketplace

 

Outside Business Interests

Employees may not engage in activities that compete with the business activities of Nu Skin. If you have a personal business or second job in addition to your employment with Nu Skin, it is a good practice to discuss the business or second job with your manager to ensure a clear understanding and prevent conflicts of interest. Employees may not use company resources or position for personal gain, or take advantage of opportunities for personal gain that are discovered through the use of company resources or position.

 

Accuracy of Company Records

It is essential that Nu Skin’s official records be complete and accurate to reflect the true state of the business at all times. Financial books, records, and accounts must be recorded in compliance with applicable laws, accounting practices, and company policies. Employees must comply with internal controls, and they have a responsibility to report any attempt by another employee or manager to override or violate internal controls. Undisclosed or unrecorded funds, assets, or liabilities are not allowed. The making of false or misleading entries, records, or documentation is prohibited. Employees must cooperate fully with the Finance Department, Internal Audit Department, and our independent public accountants to help ensure that all of Nu Skin’s financial books, records, and accounts are accurate. 

 

International Marketplace

U.S. and international laws where Nu Skin does business often mandate very specific requirements. Failure to comply with a country’s import and export laws may constitute a crime, which could include a fine and/or imprisonment. If you have a concern about these or other international legal issues, you should consult with the Legal Department. 


The Marketplace

 

Anti-Corruption

Nu Skin employees are required to comply with Nu Skin’s anti-corruption and anti-bribery policies. This means that all employees are required to comply with local and international anti-corruption laws everywhere Nu Skin does business. Nu Skin policy prohibits employees from directly or indirectly (i.e. through an agent or consultant) making a payment or providing a gift with the purpose of improperly influencing the act or decision of government officials or representatives. Great care must be taken in this regard because anti-corruption laws define such officials and representatives broadly.

 

Because the rules and policies relating to anti-corruption are complex, you should consult with Nu Skin’s Corporate Compliance Office regarding questions. If an employee becomes aware of any possible corruption violations, their first objective should be to stop the conduct and report the violations to the Corporate Compliance Office or through Nu Skin's Whistleblower program.

 

QUESTION:

What would be a common situation that may lead to a possible violation of Nu Skin’s Anti-Corruption and Anti-Bribery policy?

ANSWER:

In general, anything we do regarding gifts, retaining consultants to interact on our behalf with government officials, making donations, sponsoring events, paying for travel for outside parties, and other similar activities may violate the law if our intent is to improperly influence an individual to do something to give the company an unfair advantage. Common situations to be aware of are those related to product registration, customs clearance, or obtaining a business license. In these cases, a consultant, employed by us to assist in the process, may suggest that he could guarantee success if we paid an extra amount – perhaps even through a “Consulting invoice.” If the “extra fee or an unusually large fee” is used by the consultant to provide a gift or make a payment to the officials approving a registration or license, it would be a violation of anti-corruption laws. If you are asked to pay an “extra” fee or provide a gift to secure an advantage for the company, notify the Chief Compliance Officer or Legal Department immediately for advice. 

 

QUESTION:

What should I do if I become aware of a possible corruption violation?

ANSWER:

The first objective should be to stop the conduct or related activity. You should report any possible anti-corruption violations to the Corporate Compliance Office or through Nu Skin’s Whistleblower program as set forth in Nu Skin’s Global Anti-Corruption and Anti-Bribery policy.

 


The Marketplace

 

Record Retention

Nu Skin complies with all laws and regulations relating to the preservation of records. Records should only be destroyed in accordance with Nu Skin’s record retention policy, and under no circumstances are records to be maintained outside designated storage facilities. It violates Nu Skin policy and in many jurisdictions it is unlawful to destroy, conceal, alter, or falsify any business record or document for the purpose of obstructing, hindering, or influencing in any way any lawsuit or other legal or government inquiry, proceeding, or investigation.

 

Product Quality and Safety

Consumers expect more from Nu Skin’s brands. Nu Skin ensures that consumers can trust Nu Skin products to have superior quality and safety. One of Nu Skin’s primary responsibilities is to maintain high quality and safety standards, ensuring products are safe for consumers. As part of the Code of Conduct, employees should report concerns or issues that might endanger product quality and/or safety. 

 

Intellectual Property

Employees may not knowingly infringe upon the intellectual property rights of others. Intellectual property rights include trademarks, copyrights, trade secrets, and patents. Additionally, employees should not disclose or be asked to disclose the confidential or trade secret information of other companies. Nu Skin owns and depends on a wide range of intellectual property assets such as information, processes, product formulations, and technology that give us a competitive advantage. Every employee is responsible to help protect Nu Skin’s intellectual property. 

 

Marketing

Nu Skin is committed to maintaining the integrity associated with its products. Nu Skin strives to ensure that materials related to product marketing, advertising, promotion, packaging, or display do not misrepresent facts or provide misleading impressions or representations. Employees must help ensure that Nu Skin’s marketing and other materials are not misleading and report situations or information that might be misstated. 


Investment Community

 

The following are the standards related to the investment community that you should uphold and encourage in others with whom you work.

 

As a publicly-traded company, we must abide by the strict regulations of the Securities and Exchange Commission (SEC), New York Stock Exchange (NYSE), and other regulators. Nu Skin works hard to build and maintain confidence and trust with our shareholders and the financial community. It is our responsibility to act in the best interest of Nu Skin in ways that maintain our good reputation while following all applicable laws and regulations. 

 

Material Nonpublic Information

Prior to the official public disclosure, material nonpublic information should not be shared with employees who do not need to know the information, or with individuals outside of Nu Skin, other than Nu Skin’s advisors who are assisting Nu Skin with the matter. Nu Skin is committed to providing full, fair, accurate, timely, and understandable disclosures in reports and documents filed with or submitted to the Securities and Exchange Commission and in other public communications made by Nu Skin.

 

QUESTION:

What is deemed material nonpublic information?

ANSWER:

Information is considered “material” if a reasonable investor would consider that information important in making a decision to buy, hold, or sell securities. Any information that could be expected to affect the Company’s stock price, whether it is positive or negative, should be considered material. Examples may include projections of future earnings or losses, consolidated financial results, such as revenue or earnings, major business developments, and significant safety or quality issues related to Nu Skin’s products. There is no bright-line standard for assessing materiality; rather, materiality is based on an assessment of all of the facts and circumstances and is often evaluated by enforcement authorities with the benefit of hindsight. 

 

Information that has not been disclosed to the public is generally considered to be “nonpublic” information. In order to establish that the information has been disclosed to the public, it may be necessary to demonstrate that the information has been widely disseminated, such as if it has been disclosed through newswire services or public disclosure documents filed with the SEC.

 

QUESTION:

I have a personal blog where I share my thoughts and feelings with my friends. What should I consider before including any work-related information?

ANSWER:

Be careful. Online outlets such as social media, blogs, instant messaging, networking sites, etc. are subject to the same rules as any other communications. Do not disclose any material nonpublic information. For example, do not write about new products or upcoming product launches, changes in executive management, financial information or any other material nonpublic information. Also avoid writing about other sensitive or confidential information, such as relationships with distributors or vendors and personal employee information.

 

If you have a question or need additonal information, contact: 

ROD ANDERSON

Director, Corporate Communications

randerson@nuskin.com

 

SYDNEE FOX

Manager, Corporate Communications

sfox@ nuskin.com


Investment Community

 

Responding to Inquiries from the Media and Others

Nu Skin has an obligation to ensure that any information it reports and its responses to inquiries are accurate. In order to ensure that Nu Skin complies with the applicable laws and its duty to the public, all communication with the media, analysts, and research firms should be made, approved, or coordinated through the Corporate Communications and/or Investor Relations Department. 

 

Nu Skin employees may not discuss company business or information, including financial results or company plans, with analysts, other financial investment professionals, stockholders, the media, or others, unless they are specifically authorized to do so. No individual should speak for Nu Skin without prior consultation with the Corporate Director of Investor Relations or Corporate Communications. Nothing in this policy should be construed to limit an employee’s right to discuss employment concerns on their own behalf or for other coworkers in accordance with the National Labor Relations Act.

 

QUESTION:

I received a phone call from a reporter asking for more information about a particular product launch. I want to be helpful—what do I do?

ANSWER:

The best and most helpful plan of action in this situation is to thank the reporter for their interest in Nu Skin, let them know you are not the person they need to talk to, and immediately direct them to the Corporate Communications Department. 

 

QUESTION:

As part of my Nu Skin duties, I often meet with distributors, business associations, or with the media. These groups often ask for feedback or updates on Nu Skin’s success, how sales are going, etc. Since I am authorized as part of my Nu Skin responsibilities to meet with these groups and have these discussions, am I restricted as to what I can say or discuss?

ANSWER:

Although your job may include meeting with the public or the media to discuss Nu Skin business, you must be careful regarding what information you discuss. This applies to all employees, whether you work with the media or not. Employees should not discuss, provide, or announce information that has not already been “officially” made public or that is in conflict or in addition to information that has been made public. Government regulations dictate very specific and formal ways for publicly traded companies to release or make public information that is of interest to financial markets. Sales or recent changes in sales trends, product launch, or information on the success of product launches or similar information all have potential impact on financial markets. Great care must be taken to ensure that your discussions include only information already released to the public through formal methods and that your discussion is consistent with information officially provided to the public—such as financial market guidance. If you have further questions, you should contact the Public Relations office or the Legal or Compliance departments. 

 


Investment Community

 

Securities Trading

To ensure fairness and integrity in financial markets, employees are prohibited from trading Nu Skin securities while in possession of material nonpublic information or providing tips to others to trade Nu Skin securities or other companies’ securities on the basis of material nonpublic information. 

 

Nu Skin’s policy relating to securities trading is intended to avoid even the appearance that any Nu Skin employee is trading on inside information. Employees who involve themselves in insider trading (either by personally engaging in trading or by disclosing material nonpublic information to others) are subject to immediate termination and prosecution. If doubt exists as to whether the information is material and nonpublic, do not trade until you have consulted with the Legal Department.

 

QUESTION:

A research firm recently contacted me and requested that I participate on an advisory panel relating to the direct selling industry. What should I do?

ANSWER:

Several institutional investors have been convicted of insider trading for using consulting firms, expert networks, discussion panels, or advisory boards to contact employees of public companies and try to obtain from these employees information that would help the investors make stock investment decisions. Some of these expert networks actually pay employees to be part of their expert network or consulting group. The firms then discuss various industry issues or trends and try to extract confidential information from the employees who are participating in the group. Our Securities Trading Policy states that you may not disclose material nonpublic information to other persons or entities before the information is publicly disclosed and disseminated by Nu Skin.


Community Standards

 

Employees’ influence extends to the communities in which they work and live. In keeping with Nu Skin’s mission to be a force for good, you have an opportunity and responsibility to benefit the communities in which you live by getting involved in charitable causes, participating in political processes, and always conducting yourself uprightly with regard for the rights and interests of your fellow citizens. 

 

Compliance with the Law

Nu Skin is committed to observing all laws and regulations and to being a good corporate citizen wherever it operates. 

 

Environment

Employees are expected to comply with all applicable environmental laws and regulations, and to report any incidents contrary to this policy. Employees are committed to minimizing the impact of the business on the environment. Employees are encouraged to conserve, recycle, and use energy programs that promote clean air and water and reduce landfill waste. 

 

Community Involvement

Nu Skin believes in contributing to the communities in which it operates. The Nu Skin Force for Good Foundation and other charitable organizations supported by Nu Skin employees around the world illustrate our commitment to becoming a force for good. Employees are encouraged to become actively involved in their communities and in charitable organizations. Employees, however, may not pressure another employee to contribute to or participate in a charitable organization. 

 

Political Contributions and Political Activities

Nu Skin supports and encourages employees to participate in the political process in the communities in which they live. However, financial contributions by Nu Skin to political candidates may be prohibited or regulated in certain countries. Consequently, financial contributions by or in behalf of Nu Skin must be pre-approved by the Government Relations Department. 


Code of Conduct Agreement

 

Employees are required to agree to the Code of Conduct Agreement below by either signing an agreement document maintained by Human Resources (HR) in the local markets or electronically signing the agreement when completing the online training which is maintained by HR and Corporate Compliance. 

 

I acknowledge that I have a responsibility to read and regularly review the Code of Conduct as part of my employment at Nu Skin. By entering my name below, I certify that I have completed the Code of Conduct training, I understand its requirements, and I know where and how to access the Code of Conduct. Furthermore, I will comply with the Code of Conduct, including reporting misconduct that I might observe or of which I become aware.