If you are considering an ethics program or a Code of Conduct, ask your corporate lawyer whether you should be concerned with any of the following.

Sarbanes-Oxley Act of 2002

Securities & Exchange Commission (SEC) Regulations

New York Stock Exchange Recommendations

NASDAQ Recommendations

United States Sentencing Commission's Sentencing Guidelines for Organizations

U.S. Department of Commerce's Model Business Principles

In re Caremark, a Delaware Chancery Court Decision Regarding Board Responsibility  [Failure of corporate officers to have an ethics program in place, may be ipso facto a breach of fiduciary duty.]

National Labor Relations Board Decision 302 NLRB no. 161 [If the ethics code of conduct is a vehicle for disciplinary action, a company should bargain about it with the employee bargaining unit representative.]