Governance and Code of Conduct 

Governance

Management, led by the CEO, is responsible for running the day-today operations of the company and properly informing stakeholders of the status of these operations. An advisory board has been appointed to assist the CEO and Management in this endeavor. 

The CEO and senior management have established a culture of legal compliance and integrity. Directors and management never put personal interests ahead of or in conflict with the interests of the corporation.

Management, in consultation with the advisory board, develops and implements the corporation’s strategic plans, and identifies, evaluates, and manages the risks inherent in the corporation’s strategy. The CEO and senior management set the appropriate risk profile for the corporation, and they ensure that the strategic plans are consistent with that risk profile.

Management produces financial statements that fairly present the financial condition and results of operations of the corporation and makes timely disclosures to stakeholders that need to assess the financial and business soundness and risks of the corporation.

The management team of LNG America understands that it is the responsibility of the corporation to deal with its employees, customers, suppliers and other constituencies in a fair and equitable manner and to exemplify the highest standards of corporate citizenship


Vision

LNG America’s mission is to build the required infrastructure for distributing LNG to the high-horsepower fuel market, bringing value, experience, and a ready supply source of LNG.

We will accomplish this by maintaining a focus on safety, both in the work place and as part of our culture. We make integrity a key aspect of everything we do and we treat our customers accordingly with an emphasis on meeting their needs and performing beyond their expectations.


Code of Conduct

LNG America is committed to uncompromising integrity in all that we do and how we relate to each other and to persons outside our Company.

Individually and as a company we deal fairly and honestly with those whose interests we affect and treat them as we would expect them to treat us if the situation were reversed. We will forego any business opportunity that requires a violation of the law or these principles. We will refrain from any act if we are in doubt about its legality or ethical appropriateness.

We will help individuals resolve any ethical dilemma they may face and provide an environment where employees may question a Company practice without suffering any retaliation or retribution.

Scope

Except where specifically noted, this Code applies to all employees of LNG America and any future subsidiaries.

Protecting LNG America’s Proprietary Information and Assets

The protection of LNG America’s proprietary information against loss, theft or misuse is a fundamental responsibility of each employee. Proprietary information is information that is not generally known outside of our company, and only our executive officers or lawyers may determine which proprietary information, if any, may be released. For example, LNG America’s proprietary infrastructure designs, business plans or statistics, including information about earnings, gross or operating margins, expenses, reserves, customer base, and financial forecasts are included. This policy would also cover pending acquisitions, divestitures and mergers, and specific customer transactions, unless previously announced through news releases.

This policy also includes our pricing strategies, the Identification of shareholders, changes in dividend policy, stock splits, and stock dividends and proposed issuances of new securities. Our Employee private information and impending changes in senior management or any major litigation unless publically announced is also covered under this policy.

Non-Disclosure and Assignment Obligations

Individuals are responsible for protecting Company confidential information from disclosure. Even if an employee retires or leaves LNG America, they may not disclose proprietary Company information or use it in any unauthorized manner.

Employees assign to LNG America the right to any ideas and inventions an employee develops if they are capable of being used in an area of LNG America’s business. Inventions that are not developed for LNG America, are not within our areas of business and are not developed with the use of Company resources are excluded. If an employee believes his or her invention falls outside LNG America’s business interests, they are to ask for a written release of any claim or right LNG America may have to the invention.

Use of Company Property

LNG America’s property and people are to be used only for Company purposes. Misuse of LNG America equipment, tools, supplies and other assets for personal gain not only violates LNG America’s policies, and is grounds for dismissal.

Conflicts of Interest

As a company, we must avoid any actual or apparent situations where loyalty could be divided or personal interests could be in conflict with those of LNG America. A conflict of interest would exist, for example, if an employee had personal interests that could be advanced at the expense of LNG America’s interests.

Employees should not have any business or financial relationships with customers, subcontractors, partners, suppliers or competitors that could in any way impair or appear to impair the proper performance of their jobs, unless the relationships have been disclosed and approved by the Board of Directors or its designee.

Environmental, Health and Safety Laws and Regulations

All of LNG America’s operations must be conducted in compliance with all applicable environmental, health and safety laws and regulations. LNG America will provide stakeholders with prompt notification of any incident that may constitute a violation of any environmental, health and safety law; and act responsibly to protect employees and the environment whether or not any laws and regulations apply.

Accurate Reporting and Appropriate Controls

Information that is recorded and submitted internally or to any party outside LNG America must be accurate, timely, and complete so as to provide a true picture of the material. Reports must not mislead those who receive them — whether as a result of what is said or what is not said.

Compliance and Discipline

Failure to comply with the standards explained in this Code of Conduct will result in disciplinary action that may include termination, referral for criminal prosecution, and/or legal action seeking reimbursement to LNG America for any losses or damages resulting from the violation.