ABOUT OUR COMPANY
  MISSION STATEMENT
  HISTORY
  CODE OF CONDUCT
  PRIVACY POLICY
Many decades ago, our Company was founded on the principles of honesty, fairness and integrity. Through the years, many business elements have changed, but our principles have remained the same. It is upon these principles that our Code of Conduct is based. Our Company is committed to a corporate environment that is ethical and fair. The policies and behavioral guidelines presented in this handbook are a reflection of the Company's Code of Conduct.

The Company has established policies and procedures to guide our work, but you put them into practice. Often, the answers to ethical issues cannot be found in a book. In such situations, you must use your best judgment and if still in doubt, seek advice from your immediate supervisor or the next level manager.

The Company expects all employees to know and observe the ethical stan­dards outlined in this handbook and our policy manual. The Company may take disciplinary action if you violate the Code of Conduct or you deliberately fail to report or withhold information about another employee's violation of the code. The Company may also take disciplinary action if a supervisor's actions reflect lack of diligence in administering and enforcing the code or retaliates against an employee who reports a violation of the code.

For a simple test that generally describes what activity is ethical and what is not, ask yourself these simple questions:

·         Does it comply with the spirit of Company policy?

·         Is it legal?

o       Will it violate civil or criminal law or Company policy?

·         Is it balanced?

o       Is it fair to all concerned in the short term as well as the long term?

o       Does it promote goodwill and result in a relationship that benefits both parties?

·         Will it stand inspection?

o       How will I feel about myself?

o       Will it make me proud?

o       Would I feel positively if the community became aware of my decision or action?

o       Would I feel positively if my family knew of my decision or action?

Remember your actions reflect upon the entire Company. Let your conduct set a positive example for others.

Our continued success in serving customers, suppliers, employees, stock­holders and the community depends upon each employee's ethical commit­ment. We all take pride in the high standards of conduct that identify us as Beall's employees. Let us continue to work together to be a Company that demonstrates honesty, fairness and integrity in our dealings with all the groups that depend on us.

DISCRIMINATION AND HARASSMENT

The Company is committed to maintaining a work environment that is free of harassment, discrimination, or inappropriate behavior.

The Company will not tolerate discrimination against its employees on the basis of their race, color, sex, age, religion, national origin, disability, marital status, veteran status, citizenship, or any other characteristic protected by federal, state, or local law.

The Company's policy against discrimination applies to all aspects of the employment relationship, including recruiting, hiring, training, compensa­tion, promotion, discipline and termination. The policy likewise bars dis­crimination in working conditions, which is also referred to as harassment.

Harassment is defined as a change in working conditions caused by unwel­come behavior that is based on one of the protected categories mentioned above.

Harassment can be verbal, written, or electronic in nature. It can take the form of improper touching, explicit sexual propositions, "kidding" or "teasing," offensive jokes, derogatory comments or language, offensive gestures, or inappropriate pictures. Harassment includes not only behavior that is based on sexual attraction or desire, but also behavior that is based on hostility toward the opposite sex, hostility toward a different religion, hostility toward a person's disability, or any other similar motivations.

This policy is intended to prohibit not only harassment, but also behavior that is simply disrespectful or insensitive, even if that behavior is not di­rected at any individual in particular or is not intended to be harassing.

No employee is exempt from this policy. It applies to officers, managers, supervisors, and employees with equal force. This policy also applies to harassment or discrimination by customers, vendors, contractors, or other persons coming in to the workplace. The Company will take reasonable steps to protect its employees from harassment by these persons.

This policy governs the conduct of Beall's employees regardless of where that conduct takes place. Thus, conduct during Company-sponsored func­tions, during Company-related trips, or while on Company business may also be covered by this policy. Conduct will be judged by its ultimate effect on working conditions, even if it occurred outside the Company premises.

Reporting: Employees are not required to use the normal chain of command to report discrimination or harassment. Instead, any employee who believes that he or she has experienced or witnessed harassment or discrimination must contact one of the following immediately:

·         the Human Resources Director (at Corporate Headquarters, ext. 4375)

·         the SAMTIPS hotline (888-726-8477 toll-free)

·         your Manager.

A supervisor or manager, who receives a complaint, sees or knows of harass­ment or discrimination should take immediate action by notifying their immediate supervisor and Corporate Human Resources.

The Company's policy is to investigate and document all complaints thoroughly and promptly. Subject to the constraints imposed by the need to conduct an effective investigation, the Company will keep complaints and the terms of their resolution confidential. If the Company determines that this policy has been violated, it will take remedial action that is effective and appropriate to the circumstances. Violations of this policy will result in discipline up to and including termination of employment. The final decision as to the appropriate discipline is at the Company's sole discretion.

This policy is intended to stop unwelcome behavior before it reaches the level of unlawful discrimination or harassment. Under this policy, employ­ees who engage in unwelcome behavior will be subject to discipline for inappropriate behavior or the use of poor judgment, even if their misconduct has not yet reached the level of substantiality necessary to violate applicable laws against harassment.

The company will not tolerate any form of retaliation against any employee for making a good faith complaint of discrimination or harassment, for refusing to participate in unlawful discrimination, or for refusing to submit to unlawful harassment. On the other hand, any employee who intentionally makes an unfounded complaint of discrimination or harassment for malicious reasons will be subject to discipline up to and including termination.

WORKPLACE VIOLENCE

The Company is committed to providing all employees, supervisors, manag­ers, vendors, contractors, other business associates and visitors conducting business on its premises with a safe and secure work environment.

The Company prohibits and does not tolerate possession of firearms or any destructive device designed to inflict injury or cause physical or psychologi­cal harm; fighting on the job; aggressive physical acts; threatening, intimi­dating, coercive, abusive, or offensive language; violent verbal threats, written threats; discourteous conduct; malicious, false or unfounded state­ments; intentional, reckless or grossly negligent behavior which results in destruction of property; violations of Company substance abuse policies; or violations of Company sexual harassment policies.

Situations that involve potential or actual acts of violence, such as the prohibited behaviors listed above, must be reported immediately to your manager or Corporate Human Resources. Managers must contact Corporate Human Resources or Corporate Loss Prevention immediately.

Employees who know of information about a violent act, a threat, an intimi­dation, or harassment, but fail to report such behavior to their manager are subject to appropriate disciplinary action.

CONFLICT RESOLUTION

We encourage people to talk directly to each other. If you have a problem, follow these procedures listed below:

1)      Discuss the problem candidly and openly with your immediate super­visor. You and the supervisor can resolve most problems together.

2)      If the problem is still not resolved, contact the next person in the chain of command (i.e. in the stores, your manager, group, district, senior or regional manager, DVP; in the D.C., your supervisor, area manager, facility director; in the Corporate Center, your manager, DVP). That person will obtain all the facts and try to settle the problem in a fair and equitable way.

3)      If you and the manager still do not resolve the problem, the manager will arrange for you to see the executive in charge of the division.

The Company will give full consideration to all suggestions and complaints. We will not take any negative actions against any employee who uses this problem resolution policy. Our objective is to find fair, timely solutions to problems and questions.

NON-UNION STATUS

We recognize and respect the fact that our employees have a legal right to support or oppose representation by a labor organization. We believe that union representation by a labor organization is not necessary to be treated fairly and with dignity and respect and to receive excellent and competitive wages and benefits. The Company has always dealt directly and honestly with its employees, and will continue to do so in the future. The Company has achieved considerable success working directly with its employees in an environment of cooperation and teamwork, without the interference and disruption caused by third parties. Because of this, we have never had a union. We look forward to continuing that successful record by encouraging all employees to address work issues with management. The Company will strive to respond in a fair and equitable manner.

SOLICITATION AND DISTRIBUTION

In the interest of protecting the private lives of employees and maintaining productivity, the Company has taken steps to limit solicitation or distribu­tion of materials on its premises. The following rules apply:

Solicitation means any oral, written, or electronic communication aimed at selling products; seeking donations, sponsorships, or financial support; or requesting participation or moral, political, or ideological support. Employ­ees of the Company shall not engage in any solicitation during their own working time and shall not solicit any other employee during that employee's working time. Non-employees of the Company shall not engage in any solicitation on Company premises at any time.

Distribution means any circulation, dissemination, or display of written, printed, graphic, or electronic materials for purposes other than the performance of job duties. Employees of the Company shall not engage in distribution of such materials during working time or in working areas. Non-employees shall not engage in any distribution on Company premises at any time.

The only exceptions to this policy shall be those granted by Corporate headquarters to a very limited number of charitable causes such as the United Way.

FRATERNIZATION

Fraternization occurs when a supervisor and his/her subordinate are involved in a personal relationship, of either physical or social nature. The Company prohibits fraternization, including a dating relationship between two employ­ees where one employee has influence or control over the employment action of the other, including, but not limited to, promotion, demotion, termination, work assignments and change in pay rate.

Fraternization compromises the professionalism of the work environment. It is particularly harmful because employees often perceive favoritism by management toward a coworker as a result of a personal relationship.

Employees should be aware of the negative ramifications and perceptions that could result from these actions and should avoid situations in which fraternization or the appearance of fraternization could occur. If an em­ployee desires a relationship that would otherwise violate the fraternization policy they must notify their supervisor immediately so that a transfer may be arranged, if possible.

SUBSTANCE ABUSE

The Company has a long-standing commitment to provide a safe and orderly business environment for its employees and customers. An employee's involvement in an activity related to illegal drugs or the abuse of legal drugs or alcohol, on or off the job would have an adverse impact on the workplace. The Company will not condone the use of any illegal drug and/or the abuse of legal drugs or alcohol by its employees. We will not consider for employ­ment any individual found to possess illegal drugs or unexplained legal drugs or to have them in his or her body.

The following are strictly prohibited on Company property or on Company time and will result in termination of employment: the sale, use, purchase, transfer, possession or presence in one's system of alcohol, illegal drugs or unexplained legal drugs. Management may require that an employee submit to a blood and/or urine exam if he or she has reported to work in a condition that gives the supervisor reason to suspect the influence of drugs or alcohol.

Whenever the Company has reasonable suspicion that an individual pos­sesses drugs or alcohol on Company premises, the Company reserves the right to inspect the property of that individual or any vehicle on Company premises to ensure a business environment free of alcohol and illegal drugs. Employees arrested or convicted on or off the job for drug or alcohol-related offenses may be considered to be in violation of Company policy.

The Company may take disciplinary measures, up to and including termina­tion, when an employee has created illegal or unsafe conditions, or is sus­pected to have done so, refuses to be tested or violates this policy through the use, possession, distribution or sale of alcohol or illegal drugs.

COMPANY RESOURCES, PROPERTY, FACILITIES & EQUIPMENT

We expect employees to take pride in the resources, facilities and equipment the Company has furnished for use on the job. Company resources include, but are not limited to, property, facilities, equipment, materials, software, phone sys­tems, e-mail, computer systems including internet access and information whether stored electronically or otherwise. Company resources are for conducting Company business. Do not use these systems for personal reasons, unlawful activities or any activity that is inconsistent with Company policy.

Any personal use, without express permission from the appropriate manager, or willful misuse, destruction or damage to Company resources is a serious violation of Company policy and will result in disciplinary action, including possible termination.

Willfully misusing, destroying, defacing or damaging Company property is a serious violation of Company policy and will result in swift disciplinary action, including immediate termination.

Except as approved by the appropriate manager, employees may not use Company property for personal projects.

CONFLICT OF INTEREST

Employees and their close family members should avoid any activity outside the course of their employment that could create a loss to the Company. This includes financial and non-financial losses to the Company. An example of non-­financial loss is a situation in which an employee's association with a disrepu­table company damages the Company's reputation. Such activity could divide an employees loyalty between the Company and the outside interest.

Close family members include (but are not limited to): parent, spouse, child, grandchild, grandparent, father-in-law, mother-in-law, sister, brother, sister-­in-law and brother-in-law.

Employees may not:

·         Work for or provide advice to competitors, suppliers or customers.

·         Run "side businesses" that compete with, sell to or buy from Beall's or its' subsidiaries.

·         Charge a fee for advice or consulting services for anyone. This in­cludes competitors, suppliers and customers. Any advice or consulting service the Company provides will be for the mutual benefit of the Company and the other party.

·         Invest in a company related to the company's business. This includes competitors, suppliers and customers. An employee may make a small investment (e.g., less than one percent of the company) in any com­pany that sells its stock on the public market.

OUTSIDE EMPLOYMENT

If you desire to work part time outside the Company, ask your manager, in writing, for permission prior to accepting another position. Your manager will not permit any outside employment or activity that is detrimental to job performance or which adversely affects the interest of the Company.

EMPLOYMENT OF RELATIVES

The Company does permit the employment of relatives or individuals living in the same household if it is in the best interest of the Company and in compliance with our fraternization policy. The term "relative" includes, but is not limited to spouse, child, parent, sibling, grandchild, grandparent, father-in law, mother-in-law, sister-in-law and brother-in-law. Relatives or people living in the same household will not work in the same store or report to the same store or Corporate/Distribution Center supervisor. The Divi­sional Vice President must approve any employment of relatives.

GIFTS, GRATUITIES & ENTERTAINMENT

Employees must make fair and impartial business decisions. Accepting gratuities may affect an employee's ability to make impartial decisions. Employees, family members or their agents may not accept any of the following items from vendors, customers or others who are directly or indirectly related to the Company's business:

·         Loans        

·         Cash (including tips & checks)

·         Commissions         

·         Property

·         Favors       

·         Theater or sporting events tickets

·         Gifts          

·         Shares of profits

·         Gratuities

·         Anything of value

·         Trips and Travel

Receipt of such items could suggest dishonest or unfair dealings. This rule applies whether the person receives the value directly or indirectly. Receiv­ing value indirectly means receiving it through a family member, friend or acquaintance.

FINANCIAL & BUSINESS RECORDS

All employees are responsible for ensuring the accuracy and reliability of the Company's accounts. All books and records must conform to generally accepted accounting principles, and all applicable laws and regulations and Company policies. Employees must accurately document and account for all transactions on the Company's books and records. Fictitious, improper, deceptive, undisclosed or unrecorded accounts of funds or assessments are serious ethical violations and may be illegal as well. Violations may result in discipline, up to and including termination.

CORPORATE DISCLOSURE

If you have possession of or access to confidential Company information, you may not disclose it to employees or individuals outside of the Company unless your manager approves of the disclosure or the information is needed to comply with the law. Confidential information may include but is not limited to:

·         information about employees, customers or suppliers

·         policies and procedures, processes or equipment

·         business plans

·         financial and marketing information

·         investment information

·         organizational data including names, addresses and phone numbers of employees, officers, board members and stockholders

·         information systems access information (i.e. password)

·         building security and access information (i.e. alarm codes, pass keys, store keys)

·         information regarding investigations (ongoing or closed)

·         computer software developed in-house and related documents

·         merchandise resource, assortment, pricing, cost and promotional plan information

Violation of confidential Company information may result in reprimand, disciplinary action or termination.

CONDUCT ON THE JOB

On-the-job conduct is a major factor affecting the Company's operation because employee morale, productivity and community relations are at stake. The following actions are examples but not an exhaustive list of conduct that violate the Company's standards and which may result in discipline, including immedi­ate termination. Further, legal action may be taken in appropriate cases.

·         Insubordination, abusive language or rudeness to a supervisor, co­worker or customer.

·         Refusal or failure to perform work as required.

·         Gambling or participating in a lottery on Company premises.

·         Violence or the threat of violence towards a supervisor, co-worker or customer.

·         Possession, use, or being under the influence of illegal drugs, narcotics, or alcoholic beverages on property owned or leased by the Company.

·         Indecent conduct, fighting, possession of firearms or weapons.

·         Failure or refusal to cooperate fully and truthfully in an investigation conducted by or at the direction of the Company.

·         Knowingly failing to report another employee's violation of Company policy.

·         Refusal to work scheduled hours.

·         Irregular attendance, tardiness or absenteeism.

·         Causing disturbances among fellow employees or failing to cooperate with others, showing a lack of respect for fellow employees.

·         Engaging in sexual harassment or other forms of harassment.

·         Ringing up purchases, or handling any other transactions, for yourself, your relatives or anyone living in your household.

·         Misuse of the employee discount.

·         Unauthorized removal or use of any Company merchandise, resources, equipment, or assets of any kind.

·         Theft. Misuse of Company property.

·         Writing bad checks to the Company or failure to repay debts to the Company (including Beall's credit card accounts).

·         Delaying bank deposits, holding checks or borrowing Company funds.

·         Disclosure of confidential information.

·         Falsification of Company documents and/or records.

·         Failure to report arrests and convictions or violations of criminal or civil law.

·         Absenteeism due to incarceration.

·         Failure to be truthful to a supervisor, co-worker or customer.

·         Refusal to cooperate with an inspection.

·         Any violations of the Company policies and procedures.