Bacardi Limited is the largest privately held spirits company in the world. The Company produces and markets a variety of super premium and premium spirits that are distributed and sold globally. We are committed to managing our operations responsibly to benefit our people, consumers, customers, suppliers, local communities and to protect the environment.

We recognize that best practices in corporate governance and a comprehensive Code of Conduct are essential elements of being a responsible corporate citizen and fulfilling the interests of our shareholders.

Board of Directors

The Company aspires to adopt and implement the best practices in corporate governance for privately held companies. It has regularly updated and deepened its governance practices for the benefit of its stakeholders. Some of the practices adopted to date include: separate appointments of the Chairman of the Board and the CEO of the Company; the formation of Audit, Compensation, Nominating and Governance and other Board sub-committees with clearly defined charters; the appointment of independent Directors to the Board and the direct reporting relationship of external auditors to the Audit Committee. Further details are available in our Annual Report.

Values and Spirit for Life

Bacardi Limited builds upon its strong values and key priorities to achieve business objectives. The Company has articulated its fundamental values as centered on the four pillars of Trust, Excellence, Passion and Caring all supporting a “Spirit for Life.”

• Trust – true to each other.
• Caring – in all that we do.
• Passion – inspired by our heritage and vision.
• Excellence – beyond what is expected.

“Spirit for Life” is the Company’s fundamental reason for being. All Bacardi employees have a “Spirit for Life” that each defines in his or her own way. These very personal and individual meanings unite Bacardi globally and truly differentiate Bacardi as a company.

Internal Controls

The Company is committed to maintaining a strong framework of internal controls and has elected to meet the public company standards of Sarbanes Oxley Rule 404. The relevant internal controls have been established by management and are annually audited by an external resource.

Code Of Conduct

The Bacardi Code of Conduct is the touchstone of our corporate compliance and ethics program and guides the actions of all our officers, directors, employees and agents in a world of growing complexity, regulation and expectations. Bacardi is steadfast in the notion that compliance with the letter and the spirit of the Code of Conduct is essential for the continued success of its collective enterprise. The Code of Conduct articulates our high standards on issues such as compliance with laws, conflicts of interest, financial reporting, competition and social responsibility. In order to ensure compliance with the Code of Conduct, a Compliance Committee, comprised of Bacardi senior leadership team (BLT) members for finance, law and human resources has the responsibility of overseeing and implementing the Code of Conduct.

The Code of Conduct is implemented using a variety of tools. At a minimum, all employees are provided with a copy of the Code and the members of the BLT and their direct reports are required to annually certify their understanding and compliance with the Code. Bacardi also provides appropriate educational and training resources to support compliance. Any failures to abide by the Code of Conduct are investigated and may result in disciplinary actions (including the termination of employment).

Bacardi facilitates the reporting of potential violations of the Code of Conduct in several ways. All employees are encouraged to internally report all situations that they reasonably believe may violate the Code of Conduct and would result in harm to the legitimate interests of Bacardi. Where an employee may consider it necessary to report a violation on an anonymous basis, Bacardi has established a telephone hotline that employees, located anywhere in the world, may call on an anonymous, toll-free basis. This hotline is managed by an independent third party provider, with interpreters who are available twenty-four hours a day, seven days a week.