Code of Conduct and Ethics

Each Touchstone Employee represents Touchstone and is expected to act in a manner that will enhance Touchstone’s reputation for honesty, integrity, respect and reliability, in both its domestic and international relations.   Touchstone’s employees are ambassadors of Touchstone and must carefully consider the image they project.   Every Touchstone Employee is expected to act in a professional, responsible, and courteous manner at all times.  Clearly, such behavior fosters a positive and productive working environment.  Conversely, inappropriate or unprofessional behavior is disruptive and unproductive.  Moreover, inappropriate conduct is cause for discipline, up to and including immediate termination.

Of course, in the context of this Policy, it is impossible for Touchstone to identify all standards of conduct that are unacceptable.  Touchstone expects that employees will use common sense and good judgment in achieving this goal.  However, Touchstone’s judgment, and not that of any individual Touchstone Employee, is the benchmark for what is acceptable and what is not.  A Touchstone Employee’s conduct is not made acceptable solely because he/she believes it to be.   Nor may a Touchstone Employee excuse his/her conduct because this Policy does not specifically prohibit the objectionable conduct.  Touchstone expects that everyone will recognize that inappropriate conduct, from rudeness to theft, is unacceptable.  The decision as to what is inappropriate is left in Touchstone’s hands and sole discretion.

The Board of Directors, CEO, and management will demonstrate visible and active commitment to the implementation of Touchstone’s Conduct policies.

Touchstone will apply its policies for conduct in dealings with subsidiaries, joint venture partners, agents, contractors, and other third parties with whom it has business relationships.

Subsidiaries and Joint Ventures

Touchstone will conduct due diligence before entering into a joint venture.

Touchstone will ensure that its subsidiaries and any joint ventures over which Touchstone maintains effective control adopt its policies for conduct.   Where Touchstone does not have effective control it will make known its policies and use its best efforts to monitor that the conduct of such subsidiaries and joint ventures is consistent with its policies for conduct.


Touchstone will:

a) Ensure improper payments are not channeled through an agent;

b) Undertake due diligence before appointing an agent;

c) Ensure that compensation paid to agents will be appropriate and justifiable remuneration for legitimate services rendered;

d) Ensure that the agent contractually agrees to comply with Touchstone’s policies;

e) Monitor the conduct of its agents and retains the right of termination in the event that they pay bribes or engage in illegal activities.

Contractors and Suppliers

Touchstone will:

a) Conduct its procurement practices in a fair and transparent manner;

b) Undertake due diligence in evaluating major prospective contractors and suppliers to ensure they have effective policies against bribery and other illegal activities;

c) Make known its conduct policies to contractors and suppliers and monitor the conduct of major contractors and suppliers and retain the right of termination in the event that they engage in illegal activities;

d) Avoid dealing with prospective contractors and suppliers known to be engaged in illegal activities.

Human Resources

Touchstone employees will not suffer demotion, penalty, or other adverse consequences for refusing to pay bribes or engage in illegal activities even if it may result in Touchstone losing business.

To be effective, the policies for conduct will rely on Touchstone employees and others to raise concerns and violations as early as possible.   For this, Touchstone will provide secure and accessible channels through which Touchstone employees and others will feel able to raise concerns and report violations in confidence and without risk of reprisal (see Whistleblower Policy for more information).

It is Touchstone’s policy to conduct its business in compliance with all laws, regulations and other legal requirements applicable to Touchstone in whatever jurisdiction Touchstone is carrying on business.   Touchstone expects Touchstone employees to act in an honest and ethical manner when dealing with suppliers, agents, clients, government officials and all other third parties.

Touchstone employees are prohibited from using corporate funds or property, directly or indirectly, for any illegal or improper purposes including but not limited to bribery or kickbacks and are prohibited from diverting funds or property to separate funds or other companies for the purpose of disguising payments.   Touchstone employees are prohibited from offering or accepting economic or other personal benefits in dealings with governmental or other officials in any country.

Conflict of Interest is defined as a situation in which a Touchstone Employee’s private interests may affect their judgment in acting on behalf of Touchstone.   Touchstone employees must act honestly and in good faith with a view to the best interests of Touchstone.  Full-time Permanent and Temporary Employees shall not provide services similar to those they provide to Touchstone to any other party or provide services to any extent that is detrimental in any way to Touchstone.

It is advisable that Touchstone employees should not only refrain from becoming involved in actual conflict situations, they should also avoid placing themselves in positions that may be perceived as conflicts.   It is a mandatory requirement for all Touchstone employees to disclose any of their affiliations with other companies including, but not limited to; directorships, provision of consulting services, or share ownership greater than 10%.

In the course of employment, Touchstone employees may have access to information that is confidential, privileged, or of value to competitors of Touchstone or might be damaging to Touchstone if improperly disclosed.   All Touchstone employees must protect the confidentiality of such information and as such it is a mandatory requirement for all Touchstone employees to sign Touchstone’s Confidentiality, Non-Disclosure, Assignment of Inventions and Non-Competition Agreement.

Please note that the terms of Touchstone’s Confidentiality, Non-Disclosure, Assignment of Inventions and Non-Competition Agreement survive termination of employment.

Touchstone employees must also guard against the release or improper use of insider information, defined as material information about a company’s activities that has not been disclosed to the public.

Touchstone prohibits the offer or acceptance of a bribe in any form, including kickbacks, on any portion of a contract payment, or the use of other routes or channels to provide improper benefits to clients, agents, contractors, suppliers or employees of any such party or government officials.   Touchstone employees are prohibited from arranging or accepting a bribe or kickback from clients, agents, contractors, suppliers, or employees of any such party or from government officials, or engaging in any other illegal activity, for their benefit or that of their family, friends, associates or acquaintances.

Charitable Contributions and Sponsorships

Touchstone requires that charitable contributions and sponsorships are not being used as a subterfuge for bribery or other illegal activities.

Entertainment, Hospitality and Gifts

Touchstone employees shall not offer or accept gifts (material, non-material or monetary) from an individual or business organization doing business with Touchstone that may influence or appear to influence their business decisions.   However Touchstone recognizes that nominal client giveaways such as mugs, pens, and t-shirts may be retained by the employee for personal use. Gifts such as Christmas gift baskets and in some cases hockey tickets are considered to be gifts for the entire staff and not just one employee. We trust that employees will use their best judgment to discern between gifts to share with the company and gifts for personal use. Gifts received by a Touchstone employee and deemed to be for the entire company are to be given to Human Resources. The purpose of Touchstone’s gift acceptance policy is to share gifts received with other employees as Touchstone equally recognizes everyone’s contribution.

Loans are not to be accepted from an individual or organization doing business with Touchstone unless such individual or organization is in the business of making loans to individuals.

Where a Touchstone Employee is required to entertain business contacts or government officials, gifts or entertainment provided at Touchstone’s expense shall be provided only as a matter of generally accepted business practice, be in accordance with applicable law and be of a kind or sort which would not prove embarrassing to Touchstone if subject to public disclosure.

Political Contributions

Touchstone and Touchstone Employees shall not make direct or indirect contributions to political parties, organizations, or individuals engaged in politics, as a way of obtaining advantage in business transactions.

A Touchstone Employee is at liberty to participate on their own time and expense in the political activity of his/her choice.

Personal use of Touchstone property is not permitted without specific express authorization from Touchstone management.  Touchstone employees are responsible for being aware of copyright issues relating to Touchstone property (i.e. computer software, materials for publication, etc.).   Reproduction of such material is not only unauthorized use of Touchstone property but could be deemed a copyright infringement.

Touchstone will provide all Touchstone employees with the necessary equipment (including, but not limited to: fax machines, scanners, photocopiers, computers, printers, etc.) and stationary supplies (including, but not limited to: paper, writing utensils, envelopes, etc.) to do their job.  No equipment or supplies are to be used for personal use and no equipment is to be removed from the physical confines of Touchstone – unless it is approved, and your job specifically requires use of company equipment outside the physical facility of Touchstone.   As well, courier and postage supplies and services are strictly for business use.


Although Touchstone respects the privacy of its employees, employee privacy does not extend to the employee’s use of Touchstone’s Electronic Resources, whether situated at the workplace or on a mobile device.  Accordingly, employees should not consider electronic mail to be private. All e-mail communications and information downloaded from the Internet constitute company property.

Use of Electronic Resources may be subject to monitoring and inspection by management from time to time, without advance notice to employees, to evaluate customer service and to determine how the systems are being used.  The results of monitoring may be reported to the employee, the employee’s manager, or senior management.  Specific sites may be blocked from access at management’s discretion.  In addition, employees should apply common sense in judging whether their Internet browsing is impacting their productivity at work.