Can the code be signed electronically?

Yes. Electronic signatures executed in accordance with the ESIGN Act (15 U.S.C. ch. 96) and UETA provide legal effect for most internal policies, provided intent and consent are documented and records are retained.

Is notarization required for employee acknowledgments?

Typically no. Internal acknowledgments do not require notarization. Notarization may be used for special affidavits or where a state or third party specifically requires it.

What if an employee refuses to sign?

Document the refusal, reiterate policy expectations, and follow progressive discipline procedures. Consult HR and legal counsel to ensure any response is consistent with employment law.

How do we update the code after publication?

Issue a revised version with a clear effective date, require renewed acknowledgments if material changes occur, and maintain a change log showing approvals.

Who must sign the code?

All employees, and where applicable contractors or board members, as specified by the scope. Executive approval should be documented separately in governance records.

How long should signed acknowledgments be kept?

Retain signed acknowledgments at least three years after termination for most purposes; retain longer when HIPAA, tax, or state rules require it (see 45 CFR §164.530(j) and IRC §6501(a)).

Electronic Signature
Templates
Miscellaneous
Business Code of Ethics

Business Code of Ethics

This template is fully customizable. Edit the text, fill out the fields, and send it for signature. Give it a try!

BUSINESS CODE OF ETHICS

Company Name: Business Partner Name:

Effective Date:

Recitals

WHEREAS, the Company and the Business Partner each conduct activities that require adherence to high ethical standards to protect stakeholders, proprietary information, and public trust; and

WHEREAS, the parties desire to set forth a formal Business Code of Ethics that establishes binding standards of conduct, reporting procedures, training obligations, and remedies for noncompliance; and

WHEREAS, both parties consent to incorporate the terms of this Code of Ethics into their business relationship and to hold each other accountable under the terms below.

Scope of Work

Scope of Implementation and Responsibilities

Code of Ethics Provisions

1. Standards of Conduct. Each party shall act with honesty, integrity and in good faith in all transactions related to the relationship governed by this Code. Actions shall be consistent with applicable law and reasonable commercial standards.

2. Conflicts of Interest. Each party shall avoid conflicts of interest and promptly disclose any situation that may reasonably be perceived as a conflict. Disclosure shall be made in writing to the designated compliance officer identified below within five (5) business days of discovery.

3. Anti-Bribery and Anti-Corruption. Neither party shall offer, give, solicit or accept any bribe, kickback or improper payment, directly or indirectly, to obtain or retain business or to secure an improper advantage. Each party shall maintain adequate controls to prevent such conduct.

4. Confidential Information. Each party shall protect proprietary and confidential information received from the other in accordance with the Confidentiality clause of this document and shall not use such information except as permitted hereunder.

5. Compliance With Laws. Each party shall comply with all applicable local, state and federal laws and regulations in performing its obligations.

6. Reporting and Non-Retaliation. Employees, agents or representatives of either party shall be permitted to report suspected violations in good faith. The parties agree not to retaliate against anyone making a report in good faith. Reports shall be made in writing to the compliance officer identified below.

Designated Compliance Officer Compliance Contact (phone or email)

Payment Terms

Consideration for the obligations set forth in this Code shall be as follows. Amount: $.

Payment Schedule / Milestones

Late Fee: applied to any overdue balance after thirty (30) days.

Term and Termination

Term Commencement Date: . Term Expiration Date: .

Either party may terminate this Code for convenience upon written notice to the other party delivered at least days prior to the effective date of termination. Termination for material breach by either party shall be effective upon written notice if the breach is not cured within thirty (30) days after receipt of written notice specifying the breach.

Confidentiality

Definition. "Confidential Information" means nonpublic information disclosed by one party to the other that is marked confidential or that should reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure.

Obligations. Each recipient shall (a) use Confidential Information solely to perform its obligations under this Code, (b) protect Confidential Information using at least the same degree of care it uses to protect its own confidential information but no less than reasonable care, and (c) not disclose Confidential Information to any third party except to employees, contractors or advisors who need to know and who are bound by confidentiality obligations no less restrictive than those herein.

Exceptions. Confidential Information does not include information that (i) is or becomes publicly known through no breach of this Code, (ii) was rightfully received from a third party without restriction, (iii) is independently developed without reference to the other party's Confidential Information, or (iv) is required to be disclosed by law, provided the disclosing party gives prompt written notice and cooperates in any efforts to seek protective relief.

Remedies. The parties acknowledge that a breach of confidentiality may cause irreparable harm for which monetary damages may be an insufficient remedy; accordingly, the non-breaching party shall be entitled to injunctive relief in addition to any other remedies.

Training, Records and Enforcement

Training. Each party shall provide training reasonably necessary to ensure compliance with this Code and shall maintain records evidencing completion of such training for a period of at least three (3) years.

Audit and Records. Each party shall maintain books and records sufficient to demonstrate compliance with this Code and shall permit the other party, upon reasonable prior written notice, to audit relevant records during normal business hours.

Governing Law

This Code shall be governed by and construed in accordance with the laws of the State of without regard to conflicts of law principles.

Entire Agreement

This Code, together with any attachments expressly incorporated in writing, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements, understandings and communications, whether written or oral. Any amendment or modification must be in writing and signed by authorized representatives of both parties.

Acknowledgements

By checking the boxes below, the authorized representatives certify on behalf of their respective organizations that they have read, understood and will comply with the terms of this Business Code of Ethics.

Company acknowledges receipt and will implement the Code.

Business Partner acknowledges receipt and will implement the Code.

Company:

By:

Date:

Title:

Business Partner:

By:

Date:

Title:

What a Business Code of Ethics Is and why it matters

A Business Code of Ethics is a formal document that sets an organization’s standards for conduct, decision-making, and accountability for employees, managers, and leaders. It defines core values, prohibited behaviors, conflict-of-interest rules, reporting channels, and disciplinary measures. The code provides a consistent framework used in hiring, performance reviews, vendor relations, and regulatory compliance, and it supports culture-building by putting written expectations into effect across departments and locations.

Why adopting a clear Business Code of Ethics helps your organization

A clear code reduces legal and reputational risk, aligns employee behavior with corporate goals, improves consistency in decisions, and strengthens stakeholder trust. It supports compliance programs and demonstrates reasonable steps toward preventing misconduct.

Who typically creates and uses a Business Code of Ethics

Once approved, the code is distributed to employees, contractors, vendors, and relevant external stakeholders for acknowledgement and application.

Senior leadership and board members responsible for setting tone and approving final policy.
Legal and compliance teams who ensure regulatory alignment and review enforcement mechanisms.
Human resources and managers who communicate the code and track acknowledgments.

Core elements every Business Code of Ethics should include

A professional code organizes obligations into concise sections so employees can find expectations quickly and managers can enforce them consistently.

Purpose

Explain why the code exists, its scope, and whom it governs; provide concise context for use in daily work and decision-making.

Core Principles

List core values (integrity, fairness, confidentiality, respect) with short behavioral examples for clarity in common workplace scenarios.

Scope

Define covered parties, activities, jurisdictions, and whether the code applies to contractors, suppliers, and board members.

Conflict Rules

Describe conflicts of interest, disclosure obligations, approval paths, and procedures for recusal or pre‑approval.

Reporting

Provide multiple reporting channels, anti-retaliation language, and expected response timelines for investigations.

Enforcement

Outline disciplinary ranges, appeals, recordkeeping, and how policy changes will be communicated to affected parties.

Step-by-step: drafting and issuing your Business Code of Ethics

Use a staged approach to draft, validate, approve, and distribute the code so stakeholders can provide input and legal risk is minimized.

01

Gather stakeholders: Assemble legal, HR, compliance, and business-unit representatives to collect requirements.
02

Draft provisions: Write concise sections using plain language and practical examples.
03

Legal review: Validate regulatory fit, employment law, and contract impacts with counsel.
04

Approve and distribute: Obtain board or executive sign-off, then issue for acknowledgement.

Where to submit, store, and track signed acknowledgments

Define a single authoritative filing location and a retention plan so acknowledgments are discoverable and audit-ready.

Finalize document: Lock the approved version and assign a version number.
Distribute for signature: Send to employees via secure eSignature or internal LMS.
Store signed copies: Archive signed PDFs with audit trail in a centralized repository.
Track compliance: Monitor outstanding acknowledgments and escalate per policy.

Typical digital workflow settings for managing the code

Configure workflows to ensure approvals, signer authentication, and retention are enforced automatically.

Field	Recommended Setting
Version control	Require version number and change log for each update.
Approval workflow	Multi-step: legal → HR → executive sign-off.
Signature method	Electronic signature with audit trail preferred.
Record retention	Store signed copy for retention period defined by policy.

Technical and integration considerations for electronic completion

Ensure chosen tools retain tamper-evident copies, support export in audit-friendly formats, and match your retention policy.

File formats: PDF and Word DOCX supported for templates.
Integrations: Connect to HRIS, SharePoint, or cloud storage systems.
Authentication: Support email, SMS, or stronger multi-factor options.

Security and compliance controls to include in your process

Encryption: Use TLS 1.2/1.3 in transit and AES-256 at rest.

Audit trail: Capture timestamps, IP, and action history for each signer.

Access controls: Role-based permissions and least-privilege access.

Certifications: Maintain SOC 2 Type II and ISO 27001 where required.

HIPAA readiness: Execute a BAA when handling protected health information.

Legal compliance: Follow ESIGN and UETA rules for electronic records.

Key risks and potential consequences of a deficient code

Regulatory fines: Monetary penalties and enforcement actions.

Litigation exposure: Employment claims or contract disputes.

Reputational harm: Loss of trust with customers and partners.

Invalid enforcement: Procedural defects may nullify disciplinary actions.

Data breach costs: Notification, remediation, and fines.

Whistleblower suits: Retaliation allegations and additional penalties.

Common mistakes to avoid when preparing the code

Vague language that leaves interpretation to managers, which increases inconsistent enforcement and litigation risk.
Failing to define scope or covered parties, causing ambiguity for contractors, subsidiaries, or remote workers.
Not providing multiple, secure reporting channels and anti-retaliation assurances, which reduces reporting and delays investigations.
Neglecting version control and change logs, making it difficult to track which employees acknowledged which policy iteration.

Typical timelines, review cycles, and deadlines to plan for

Establish a cadence for review, mandatory training, and acknowledgment to keep the code current and enforceable.

Initial rollout deadline:

Set a firm date for employee acknowledgments after distribution.

Annual review:

Conduct a formal legal and operational review every 12 months.

Acknowledgment timeframe:

Require employees to sign within 30 days of issuance.

Incident reporting window:

Specify timeframes for reporting alleged violations, e.g., 90 days.

Retention review:

Reassess retention policies at each document revision cycle.

Key milestones from draft to active policy

Plan sequential milestones so stakeholders understand approvals, communications, and compliance checkpoints.

01

Drafting

Assemble input and create the initial policy draft.

02

Internal review

Legal and HR validate language and obligations.

03

Executive approval

Board or executive sign-off required for formal adoption.

04

Implementation

Distribute, train, and collect signed acknowledgments.

Representative pricing and feature comparison for eSignature vendors

Select a vendor based on required features such as bulk send, HIPAA compliance, and pricing model; signNow is listed first for comparison.

	signNow	DocuSign	Adobe Sign	PandaDoc	HelloSign
Starting Price	$8/user/mo	$15/user/mo	$14/user/mo	$19/user/mo	$15/user/mo
Free Trial	7-day free trial, no credit card	Varies by plan	Varies by plan	Varies by plan	Varies by plan
Bulk Send	Yes (Business Premium)	Varies by plan	Varies by plan	Yes	Varies by plan
Audit Trail	Yes	Yes	Yes	Yes	Yes
HIPAA Compliant	Yes	Yes	Yes	No	No

Frequently asked questions about using and enforcing a Business Code of Ethics

Answers to common questions about execution, legal effect, updates, and retention when using electronic tools and internal procedures.

Need help? Contact support

Can the code be signed electronically?
Yes. Electronic signatures executed in accordance with the ESIGN Act (15 U.S.C. ch. 96) and UETA provide legal effect for most internal policies, provided intent and consent are documented and records are retained.
Is notarization required for employee acknowledgments?
Typically no. Internal acknowledgments do not require notarization. Notarization may be used for special affidavits or where a state or third party specifically requires it.
What if an employee refuses to sign?
Document the refusal, reiterate policy expectations, and follow progressive discipline procedures. Consult HR and legal counsel to ensure any response is consistent with employment law.
How do we update the code after publication?
Issue a revised version with a clear effective date, require renewed acknowledgments if material changes occur, and maintain a change log showing approvals.
Who must sign the code?
All employees, and where applicable contractors or board members, as specified by the scope. Executive approval should be documented separately in governance records.
How long should signed acknowledgments be kept?
Retain signed acknowledgments at least three years after termination for most purposes; retain longer when HIPAA, tax, or state rules require it (see 45 CFR §164.530(j) and IRC §6501(a)).

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