BANK OF AMERICA

Investor Relations

2014 Code of Conduct Disclosure

Bank of America periodically updates the Bank of America Code of Conduct (the "Code"), including the code of conduct applicable to our principal executive officer, principal financial officer and principal accounting officer under SEC rules.

On January 1, 2014, the Code was amended to reflect a new name, “Code of Conduct,” as well as a new message from the CEO.

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Bank of America values


Our values

We are Bank of America — helping to make financial lives better, through the power of every connection. To make financial lives better, we must:

Deliver together

We believe in the importance of treating each customer, client and teammate as an individual and treating every moment as one that matters. We strive to go the distance to deliver, with discipline and passion. We believe in connecting with people person-to-person, with empathy and understanding. We believe everything we do for customers, clients, teammates and the communities we serve is built on a solid business foundation that delivers for shareholders.

Act responsibly

We believe that integrity and the disciplined management of risk form the foundation of our business. We are aware that our decisions and actions affect people’s lives every day. We believe in making decisions that are clear, fair, and grounded in the principles of shared success, responsible citizenship and community building.

Realize the power of our people

We strive to help our employees reach their full potential. We believe that diverse backgrounds and experiences make us stronger. We respect every individual and value our differences — in thought, style, culture, ethnicity and experience.

Trust the team

We believe that the best outcomes are achieved when people work together across the entire company. We believe great teams are built on mutual trust, shared ownership and accountability. We act as one company and believe when we work together, we best meet the full needs of our customers and clients.


Code of Conduct: our foundation for success


Brian Moynihan

To my Bank of America teammates:

Every day, millions of individuals, families and businesses rely on us to help make their financial lives better. As we work with our customers and clients to achieve their financial goals, it is important that we do business the right way — with honesty, integrity and fairness. Our Code of Conduct is our guide to fulfilling this responsibility.

The Code of Conduct is based on our company’s values. It translates our values into the actions we should take as we compete in the marketplace and engage with customers, clients, shareholders, vendors and each other.

Each of us is required to review, acknowledge and understand our Code of Conduct. This information is posted on Bank of America’s public website. If you have questions, please talk with your manager.

Thank you for upholding our ethical standards and demonstrating our values in all you do every day for our customers and clients.


Brian T. Moynihan
Chief Executive Officer
Bank of America


Introduction

Bank of America Corporation1 is committed to the highest standards of ethical and professional conduct. The Bank of America Code of Conduct (the “Code of Conduct” or the “Code”) provides basic guidelines of business practice, and professional and personal conduct, that we are expected to adopt and uphold as Bank of America employees.2

The public judges Bank of America by our actions as employees. This Code is intended to guide our conduct to instill public trust and confidence as we demonstrate our commitment to our values.

The Code of Conduct contains the following key themes consistent with our values:

Your manager or compliance officer will provide you with access to manuals, policies, procedures and training related to your specific job. You should visit the myHR portal to access learning content and refer to the Employee Handbook for additional information on employee conduct.3

The corporation may publish additional policies as deemed necessary or appropriate.

You are expected to follow the information in this Code, other policies referred to in this document, additional policies that apply to your specific job, and the spirit and letter of all laws and regulations.4 Violation of the Code of Conduct or these other policies, laws and regulations constitutes grounds for disciplinary action, including termination of employment and possible legal action.

We honor our code

Making good decisions

Countless decisions are made every day at Bank of America. Every decision we make as an institution and as employees impacts not only the corporation and our teammates, but our shareholders and communities as well. We all strive to make good decisions and to do the right thing. However, making decisions is not always easy. While in certain situations the right result is obvious and the decision can be made easily, in many situations the right result is less clear-cut or you may be facing time constraints or other business pressures. Regardless of the nature of a particular decision, keep the following in mind to help you make informed and thoughtful decisions:

  • Make sure you have the relevant facts.
  • Take into account relevant laws, rules, regulations and policies.
  • Consider competing interests.
  • Identify potential options and their consequences.
  • Uphold Bank of America values.

Fair dealing and responsibilities to customers

At Bank of America, we are expected to deal fairly with our customers, competitors, vendors and teammates.

  • You should not take unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of facts or any other unfair-dealing practice.
  • You must not give or accept bribes, kickbacks, promises or preferential extensions of credit.
  • You must approve or award orders, contracts and commitments based on objective business standards to avoid favoritism or perceived favoritism.
  • You must not conspire or collude in any way with competitors.

Reporting certain conduct; Code complaints and possible violations

Bank of America can be held criminally liable if one of its employees or agents commits certain crimes. You must promptly report any knowledge or information about unethical conduct by another employee or agent of the corporation that you reasonably believe to be:

  • A crime
  • A violation of law or regulation
  • A dishonest act, including misappropriation of funds or anything of value from Bank of America, or the improper recording of corporate assets or liabilities
  • A breach of trust

You also must report any other circumstances or activities that may conflict with the Code of Conduct.

Bank of America takes claims of retaliation seriously. We will investigate allegations of retaliation, and anyone found responsible for retaliating against an employee who reported to the Ethics and Compliance Hotline is subject to disciplinary action, up to and including termination of employment and possible legal action.

If you have any questions or concerns regarding the Code of Conduct:

  • Consult your manager or compliance officer.

To report complaints or possible violations regarding ethical issues, call the Ethics and Compliance Hotline:

  • Employees in the U.S., Canada, Puerto Rico and U.S. Virgin Islands call toll-free 1.888.411.1744 or submit a report online at reportlineweb.com/bankofamerica
  • For other international employees, toll-free dialing instructions will vary by location. Please see the Ethics and Compliance Hotline International Dialing Instructions for details. International employees may submit a report online at reportlineweb.com/bankofamericainternational

Complaints or possible violations can be submitted anonymously and in complete confidence. However, because of strict data privacy laws, particularly in the European Union, employees working outside the U.S. may be subject to certain limitations on reporting to the Ethics and Compliance Hotline. If you are outside the U.S., consult your local policies and procedures on reporting, or contact your local human resources or compliance department, and they will be able to advise on the rules applicable to you and appropriate local reporting channels. Bank of America will not retaliate, and prohibits all employees from retaliating, against any employee who in good faith reports suspected unethical conduct, violations of laws, regulations or company policies.

The Ethics Oversight Committee resolves issues regarding the Code of Conduct, including potential violations and certain exceptions, and reviews information from the Ethics and Compliance Hotline. The committee includes the corporation’s general auditor, general counsel, global compliance executive and global human resources executive.

Non-retaliation

Bank of America values clear and open communications, and respects the contributions of all employees. You will not be retaliated against for reporting information in good faith and in accordance with this Code.

We will not terminate employment, demote, transfer to an undesirable assignment or otherwise discriminate against an employee for calling attention to suspected unethical acts, including providing information related to an investigation.

Observing the Code of Conduct and annual training

As a Bank of America employee, you are required to agree to observe the Code of Conduct and take Code of Conduct training, which includes an acknowledgment, on an annual basis.

Code waivers

The board of directors must approve any waiver of the Code of Conduct for the chief executive officer, the chief financial officer, the chief accounting officer and any executive officer or director. The corporation will promptly disclose any such waiver on its website or through a press release or other public filing as required by applicable law, rule or regulation.

We act ethically

Conflicts of interest

Bank of America faces actual, potential and perceived conflicts of interest on a regular basis during the normal course of business. The Code of Conduct provides basic guidelines of ethical business practices, management of conflicts of interest, and professional and personal conduct, that we are expected to adopt and uphold as Bank of America employees.

What is a conflict of interest?

Conflicts of interest may occur when:

  • Personal interests or activities compete or interfere — or even appear to compete or interfere — with your obligations to the corporation, its shareholders or customers.
  • The interests of two or more of the corporation’s customers conflict, potentially giving rise to a material risk of damage to the interest of one or both of the customers.
  • The corporation’s interests conflict with those of its customers.

Conflicts of interest also arise when you or your family members5 receive improper personal benefits, products, services or preferential treatment as a result of your position, or the position of a family member, in the corporation.

Such situations might interfere with your judgment or ability to properly fulfill your Bank of America duties. You must manage conflicts — including the appearance of conflicts — between personal interests and the interests of Bank of America, its shareholders or customers appropriately.

It is impossible to define every action that could be reasonably interpreted as a conflict of interest. This section defines several potential conflicts of interest as examples of which you must be aware:

  • Gifts and entertainment
  • Information disclosure and dissemination
  • Outside business activities
  • Political contributions and activities
  • Vendors
  • Anti-bribery and anti-corruption
  • Interactions with government employees

Some general considerations for identifying potential conflicts of interest:

  • Perception: Could the activity or transaction be perceived as a potential conflict by others? If all the related facts were made public, would you or Bank of America be embarrassed?
  • Intent: Is the offer or request an attempt to influence the recipient’s or your judgment?
  • Impact: Will the company, its shareholders or its customers be disadvantaged without legitimate reason if you participate in the activity or transaction?
  • Objectivity: Will participation in the activity or transaction affect a customer’s or your judgment or your ability to be objective with regard to any business decision?
  • Time considerations: Will the time required by the outside activity interfere with your ability to effectively carry out your job responsibilities to the company, its shareholders or its customers?

Steps to take if you think a conflict of interest may exist:

  • Seek counsel through your manager or your primary compliance or risk officer.
  • .Employees in the U.S., Canada, Puerto Rico and U.S. Virgin Islands also may call toll-free 1.888.411.1744 or submit a report online at reportlineweb.com/bankofamerica. For other international employees, toll-free dialing instructions will vary by location. International employees may submit a report online at reportlineweb.com/bankofamericainternational. Please see the Ethics and Compliance Hotline International Dialing Instructions and “Reporting certain conduct; Code complaints and possible violations” section of this Code for details.

You are expected to be aware of and comply with the Anti-Bribery/Anti-Corruption Standard. To learn more about Bank of America’s gift and entertainment guidelines and restrictions, please visit the Gifts and Entertainment website.

Gifts and entertainment

Providing gifts, including promotional items and entertainment, is often customary in the financial services industry; however, many jurisdictions have rules that regulate these activities. You must adhere to such rules to avoid impropriety or the appearance of impropriety that could expose Bank of America to civil or criminal liability or threaten the public’s trust in Bank of America.

A conflict of interest may arise when you provide or receive gifts or entertainment. Such activities must be legal, and should not be frequent or extravagant. You must not accept or provide entertainment to or from current or prospective customers or vendors unless it is for a valid business purpose, providing an opportunity for a meaningful business conversation. You should not participate in any activity that could embarrass or reflect poorly on Bank of America.

Before entertaining or giving any item to a government employee, you must obtain pre-approval from your manager and your compliance officer.

You must not give or receive gifts of cash or cash equivalent instruments to or from current or prospective customers or vendors, unless given as part of an approved Bank of America customer satisfaction program, in which case, such gift(s) must comply with all program restrictions.

These restrictions are not intended to apply to gifts or entertainment based on family relationships where the circumstances make it clear that it is the relationship — rather than Bank of America’s business — that is the motivating factor for giving the gift.

Based on industry laws and regulations, and particularly for employees in certain businesses, your gift and entertainment activities may be restricted to specific dollar limits or subject to certain pre-approval thresholds. Please confirm with your compliance officer and refer to the Anti-Bribery/Anti-Corruption Standard for specific requirements.

Q:.I would like to work part-time on the weekends at a local department store to make extra money for the holidays. Is this a conflict?
A: Before starting a second job, you must inform your manager and compliance and obtain his or her approval. The second job must not interfere in any way with your job performance at the bank.

Information disclosure and dissemination

A conflict of interest may arise if you make public certain types of information.

You must not inappropriately share or disclose to the public proprietary information concerning Bank of America, including such information about clients, employees, vendors, market conditions or business events. Even if you inadvertently or accidentally share or disclose such information, a conflict of interest may arise.

Outside business activities

A conflict of interest may arise from activities, employment or other relationships outside your role with Bank of America.

You must not act on behalf of or appear to represent the corporation in any transaction outside your role and responsibilities with Bank of America. Inform your manager and obtain all required approvals before you:

  • Pursue additional employment outside Bank of America
  • Engage in an independent business venture
  • Perform services for another business organization
  • Run for or accept appointment to any political office

You must not misuse Bank of America resources while pursuing such outside business activities and relationships (including but not limited to physical space, supplies, communications methods or time) or allow any outside business, civic or charitable activities to interfere with your job performance. Bank of America generally discourages employees from serving on a board of a for-profit organization in a personal capacity, particularly the board of a public company, and other approvals are required.

Q: I am interested in running for a local office. Because I am not sure if I will win, can I wait until after the election to get my manager’s approval to serve in that position?
A: No. You must inform and obtain the approval of your manager before running for or accepting appointment to any political office.

For more information, please visit the Outside Business Activities website.

Political contributions and activities

In general, you may make personal political contributions, within applicable legal limits, to candidates, parties, committees and other entities that make political expenditures. Because of industry regulations and state or local laws, employees of particular businesses or employees with certain coverage responsibilities may be restricted from making some political contributions or engaging in certain political activities. Please confirm with your compliance officer and refer to the Anti-Bribery/Anti-Corruption Standard if you are subject to such limitations and any pre-clearance requirements prior to making or soliciting others to make political contributions or otherwise engaging in political activities. Employee political contributions are made in your own personal capacity and are not reimbursable.

Under no circumstance may you coerce or pressure other employees to make political contributions. Employees may not engage in or make use of any bank assets or personnel to engage in political fundraising or solicitation activities for their own political interests on bank premises.

For more information, visit the U.S. Employee Political Activities website.

Vendors

A conflict of interest may arise from relationships with vendors or other service providers. If you are authorized to approve or award orders, contracts or commitments to vendors of goods or services, you must do so based on objective business standards to avoid any real or perceived favoritism.

Anti-bribery and anti-corruption

You are expected to comply with the U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act, as well as all other anti-bribery and anti-corruption laws whenever and wherever you conduct business on behalf of Bank of America. You may not give, promise or offer money or anything of value or authorize any third party working on behalf of Bank of America to give, promise or offer anything of value including but not limited to currency, offers of employment, lavish gifts and entertainment to any customer, government employee or any other person for the purpose of improperly influencing a decision, securing an advantage, avoiding a disadvantage or obtaining or retaining business. If you engage in such behavior, you expose yourself and the corporation to civil and/or criminal liability and significant reputational harm, and undermine the trust of our customers, shareholders and communities.

For more information, visit the Anti-Bribery and Anti-Corruption website and see the Financial Crimes Compliance Policy.

Interactions with government employees

Interactions with government entities and their employees may expose the corporation and its employees to a myriad of public policy, legal and compliance concerns. Prior to these contacts, you must confirm with your compliance officer if there are any limitations or requirements that apply to your contact (e.g., limits on gifts and entertainment, requirement to register as a lobbyist, responding to a subpoena).

You are expected to be particularly vigilant when interacting with government employees and must not engage in behavior that could be seen as being intended to improperly influence a Bank of America business relationship.

You must not offer, give or promise to give money or anything of value to any executive, official or employee of any government, agency, state-owned or controlled enterprise, political party or candidate for political office if it could be seen as being intended to influence a Bank of America business relationship. You must be sensitive to those situations or circumstances that could create an appearance of impropriety or potential conflict of interest, or raise bribery or corruption concerns.

We manage risk effectively

Bank of America is in the business of taking risk. You are responsible for understanding what risks impact the company, managing those risks and ensuring an appropriate risk/reward balance.

Individual accountability is at the heart of our risk culture — this means that each employee is responsible for understanding and complying with all applicable policies, completing all mandatory risk-related training, and for using his or her judgment to manage risk in their daily business activities. We are all accountable for identifying and debating risk-related issues, escalating concerns, taking a stand and making sound judgments about the risk/reward trade-offs of business decisions.

You should take an open, candid and fact-based approach to discussing risk issues, making all relevant facts and information available so the company can consider all possible options and make decisions. You also are responsible for promptly communicating and escalating matters to management that may cause risk or potential harm to the company, such as operational problems, inappropriate conduct, policy violations, illegal activities or other risks. Always act to protect the company and the interests of shareholders. For more information, please refer to the Risk Framework.

We are fair and honest in our communications

Responding to media inquiries

We work to both advance and protect the Bank of America brand through engagement with the news media as part of our larger marketing, communications, public policy and corporate affairs activities. It is the company’s policy that only employees designated by Bank of America’s Media Relations staff are authorized to speak with the media as a spokesperson for and on behalf of the company. If you are contacted or approached by a reporter or member of the media and asked to speak on behalf of the bank, you should direct the reporter to Bank of America Media Relations. Employees who anticipate speaking or otherwise communicating with the media on behalf of the bank must obtain prior approval from a member of the Media Relations staff. You need to be aware of and comply with any other applicable line of business specific policies and procedures regarding media, public relations or communication requirements.

You must refer all contacts and requests received from the media for comment on behalf of the bank to Media Relations. This includes requests for information or comments on behalf of the bank about company business, plans, organizational or administrative matters, results of operations, or information about the company’s performance to Media Relations. This also includes requests for comments or information on behalf of the bank either on an “on-” or “off-the-record” or “background basis.” This also prohibits employees on behalf of the bank from giving members of the media access to or a summary of bank confidential or proprietary information such as internal conference calls, webcasts, internal emails, or other written materials or presentations without prior involvement and approval of the Media Relations Team.

These policies are not intended to infringe upon or violate rights protected under applicable employment or other applicable laws, rules, and regulations. However, whether speaking on behalf of themselves or the company, employees may not disclose confidential, proprietary information learned in the course of employment (such as salary information about others learned in the course of your employment with the bank) or any confidential customer or client information.

Failure to comply with this section of the Code of Conduct constitutes grounds for disciplinary action up to, and including, termination of employment.

Duty to cooperate

You must fully cooperate with any internal or external investigation or audit, or any regulatory examination or request for information. You need to be aware of and comply with any applicable line of business specific policies and procedures regarding contact with regulators, which among other things, may require you to report such contact to either your manager and/or compliance officer. Additionally, you must immediately inform your manager if you are the subject of an external investigation or contribute/participate in an external investigation unless laws, regulations or the investigating authority prohibit you from doing so.

We are all accountable to:

  • Think independently.
  • Take a stand.
  • Actively escalate issues.
  • Assume personal accountability.
  • Take action.

We safeguard information

We must keep the following information confidential and secure:

Customer information

You must not access customer information or use customer information except for appropriate business purposes and must protect the confidentiality and security of customer information.

You should be familiar and handle customer information in accordance with Bank of America’s privacy notices, which detail our commitment to privacy and information protection, and internal privacy and information security policies and standards. You should also be familiar with the “need to know” policy for material, nonpublic information and certain other confidential information related to our corporate clients. For more information, please visit the Global Information Security website, the Privacy website and see the Information Wall Policy.

Remember, any assets you create for Bank of America or while using Bank of America resources are the corporation’s property, and remain its property even if you leave Bank of America. Bank of America has guidelines with which you should be familiar to ensure the protection of intellectual property, records and other information. Please visit the following websites:

  • Intellectual Capital & Property
  • Global Records Management
  • Secure Destruction Services
  • Unsolicited Idea Submission Policy

Bank of America information

You must keep nonpublic information about Bank of America confidential and secure. Such information should only be shared within the corporation with other employees who “need to know” the information to perform their duties. Consult your manager if you have questions about sharing information about Bank of America on a “need to know” basis.

Employee information

You must keep confidential and secure any information we have about other Bank of America employees. The U.S. Employee Privacy Policies outline responsibilities for U.S. employees, managers and service providers when requesting, using, transmitting and disposing of employee information. Outside the U.S., please consult your local human resources and/or compliance for requirements and guidance.

Vendor information

You must keep confidential and secure any information about the corporation’s purchase of products or services. Sharing this information with the wrong source could provide an improper advantage to the vendor or its competitors and violates agreements Bank of America has with vendors. In some instances, it also might violate the “need to know” policy for material, nonpublic information. For more information, please visit the Vendor Management website.

Every year, you are required to take Information Protection and Privacy training. This training highlights:

  • Proper methods to protect confidential and proprietary information for Bank of America, its customers and employees
  • Appropriate use of electronic communications
  • Consumer Privacy Notices
  • Appropriate use and sharing of customer information

For more information on privacy, visit the Privacy website. The Global Information Security website contains helpful information about confidentiality and information security at Bank of America. The “We Will Not Misuse Information” section of this Code of Conduct explains the prohibitions on misuse of material, nonpublic information as outlined in the Information Wall Policy, as well as relevant line of business-specific policies.

Intellectual property of others

We respect the intellectual property rights of others. Employees must not obtain or use the intellectual property of others in violation of confidentiality obligations or by other improper means. The use, sale or other distribution of intellectual property in violation of license agreements or intellectual property laws is prohibited.

We protect Bank of America assets

We must properly care for and protect Bank of America property and assets, which should be used for legitimate business purposes only.

You must not:

  • Steal, embezzle or misappropriate money, funds or anything of value from Bank of America. Doing so subjects you to potential disciplinary action, according to the law and Bank of America policy.
  • Use Bank of America assets for personal gain or advantage.
  • Remove Bank of America assets from the facilities unless you have your manager’s approval.
  • Use official Bank of America stationery, the corporate brand, documents or the Bank of America name for nonofficial purposes, since such use implies endorsement by the corporation.
  • Misuse your internet, phone or email privileges. The corporation’s private computer and phone systems are primarily for business purposes and subject to review, monitoring and recording at any time without notice or permission, to the extent permitted by law. More information on these and other policies is available in the “Working at Bank of America” section of the Employee Handbook, as well as at: Electronic Communications & Social Media – Enterprise Policy and Electronic Communications & Social Media Guidelines.
Bank of America assets include, but are not limited to, items such as:
Computer software Innovations
Customer lists or information Intellectual property
Data processing systems Money and funds
Databases Records
Equipment Reference materials
Furnishings Reports
Files Supplies
Ideas Technology
Information about corporate or customer transactions The corporation’s private computer systems, including your email and your internet access

Corporate opportunities

You must not deprive the corporation of an opportunity by:

  • Competing with the corporation or using corporate property, information or your position for personal gain
  • Taking for yourself an opportunity that belongs to the corporation, or helping others do so, if they are in a position to divert a corporate opportunity for their own benefit

We conduct our financial affairs responsibly

You should conduct your personal financial affairs responsibly and keep your business expenses in order.

You are responsible for your financial activities in the following areas:

Borrowing

You may not personally borrow money from or lend it to vendors, customers or other employees unless the loan is to or from a family member or from an institution normally in the business of lending; and there is no conflict of interest.

An occasional loan of nominal value (such as for lunch) to another employee or acquaintance is acceptable, as long as no interest is charged.

Business expenses

You must report your business expenses accurately and in a timely manner. You also must not use business credit cards for any purpose other than appropriate business expenses.

More information on appropriate business expenses is available in the Enterprise Expense Management Policy, and the related Corporate Expense Standards.

Personal fees

You may not accept personal fees or commissions for any transaction on behalf of Bank of America unless you are specifically authorized to do so.

We care about one another

Diversity & Inclusion

At Bank of America, we value our differences — in culture, ethnicity, sexual orientation, gender identity, experience and thought — understanding that diversity and inclusion are good for business and make our company stronger. We strive to empower all employees to excel on the job and reach their full potential, and reward and recognize employees based on performance and results.

Encouraging a diverse and inclusive workplace gives us the business advantage of understanding and meeting the needs of our diverse customers, clients and communities. Our diversity also provides fresh ideas and perspectives which promote ingenuity.

Bank of America is proud to be a leader in supporting diversity and has been widely recognized for its progressive workplace practices and initiatives to promote inclusion.

At Bank of America, we give everyone a fair opportunity to be part of our team and to excel, and we base decisions and rewards on facts and results. To help employees excel on the job and reach their full potential, we provide professional development strategies, tools and processes across the company.

Discrimination and harassment

At Bank of America, we work to build a culture that is diverse, inclusive, and free of discrimination or harassment. We do not tolerate discrimination or harassment. For more information, review the Harassment Prevention Policy.

Workplace safety and business continuity

We are committed to the safety and security of our teammates around the globe. In order to avoid risk to yourself or those around you, you must follow all applicable safety and security procedures, as well as applicable laws and regulations. You should report unsafe working conditions to your manager or compliance officer.

Business continuity is vital to our success as an organization. It allows us to plan for and respond to a variety of potential business interruptions. You must understand your responsibilities to support the specific plans for your business and what to do to respond during a business interruption.

Business continuity is every employee’s business. You must:

  • Know the emergency response procedures for your building.
  • Know your role in your group’s business continuity plan.
  • Be familiar with the Emergency Notification and Associate Communication Tool (ENACT), and have your Person Number on hand.
  • Keep contact details current in the corporate personnel system(s).
  • Keep wallet cards and key contact information readily available at all times.
  • Call Security Operations (SOACC) to report life safety and security incidents, robberies, building security issues or any suspicious activity.
  • If you are contacted by a member of the media, direct them to the “Are You a Journalist” section of the Bank of America Newsroom on bankofamerica.com.

Special obligations of managers

We all are responsible for abiding by the Code; requesting advice from appropriate resources; reporting known or suspected violations of the Code, laws, rules, regulations, policies or procedures; questioning business practices that may contradict or violate our Code; and cooperating in investigations of potential violations.

Managers have additional obligations to do the following:

  • Lead by example: actively practice ethical behavior, manage risks in accordance with the company’s Risk Framework and live the standards of our Code and our values.
  • Hold others accountable for acting in accordance with our values, our Code and our Risk Framework.
  • Make sure that teammates are aware of our Code and related policies and procedures.
  • Maintain a workplace environment that encourages candid discussions about ethics issues with no fear of reprisal.
  • Not abuse your position or influence (e.g., improperly pressure teammates for personal benefit or activities).
  • Treat all employee reports and ethics complaints confidentially and consistently follow company policies and procedures for handling them.

Q: As a manager, how can I promote ethical behavior?
A: First and foremost, lead by example. Include discussions about workplace ethics in team meetings. Allow team members to feel comfortable asking questions when they have concerns. Remind employees that they will not be retaliated against for reporting information in good faith in accordance with this Code.

We respect laws and regulations

We must not take any action, either personally or on behalf of Bank of America, which violates any law, rule, regulation or internal policy affecting Bank of America.

It is impossible to list all applicable laws, rules and regulations. While other topics are addressed elsewhere in the Code, this section presents additional topics regarding laws, rules and regulations of which Bank of America employees must be aware.

Anti-money laundering and economic sanctions

Money laundering is making money derived from unlawful activities “clean” by making it appear that the money comes from legitimate sources or transactions. Economic Sanctions are financial restrictions imposed by governments or international bodies to try to isolate or impede a specified individual or jurisdiction for some specified purpose.

We all have a role to play in helping to prevent criminals and targets of sanctions from using Bank of America’s products and services. Learn how to do your part through mandatory Global Financial Crimes Compliance training. For more information, visit the Global Financial Crimes Compliance website.

Books and records

Accurate record keeping and reporting reflects on our reputation, our integrity and our credibility, each of which promotes the interests of our shareholders. You must maintain accurate books and records consistent with business needs and legal requirements.

To ensure the integrity of its consolidated financial statements, Bank of America has established internal accounting and operating controls and procedures, including disclosure controls and procedures, and a Disclosure Committee.

All employees responsible for the preparation of the corporation’s financial statements, or who provide information as part of that process, must maintain and adhere to these controls so that all underlying transactions, both within Bank of America and with third parties, are properly documented, recorded and reported.

In addition, we all have the responsibility to promote full, fair, accurate, timely and understandable disclosure in reports and documents that Bank of America files with or submits to regulators.

The Audit Committee of the board of directors has established procedures for the receipt, retention and treatment of complaints regarding accounting, internal accounting controls or auditing matters. You may raise any such concerns to the Ethics and Compliance Hotline. You will not be retaliated against for reporting information in good faith in accordance with this requirement.

Q: Where can I find information about identifying and reporting unusual or potentially suspicious activity?
A: Visit the Global Financial Crimes Compliance website where you will find potential indicators of money laundering and the online transaction review memo used to report unusual or potentially suspicious activity.

We will not misuse information

Restrictions on trading in Bank of America securities

You must not buy, sell, recommend or trade in Bank of America securities — either personally or on behalf of someone else — while in possession of material, nonpublic information relating to the corporation, except through personal trading programs pre-approved by the Legal Department.

In addition, you must not communicate or disclose such information to others who may trade in Bank of America securities. Doing so may not only be a violation of your duty to keep such information confidential, but also may be a violation of U.S. federal and state laws, and the laws of many countries.

If you are a Bank of America Corporation director or have been designated as an “insider” by the corporation, you must obtain approvals before trading in Bank of America securities.

Bank of America employees must not engage in speculative trading of Bank of America securities. This generally prohibits short sales and trading in puts, calls and other options or derivatives with respect to such securities, unless such transactions are for legitimate, nonspeculative purposes. If you have questions regarding the potential speculative nature of your transaction, please talk with your manager or compliance officer. Please note: This paragraph does not apply to the exercise of Bank of America employee stock options. For more information, please refer to Additional Guidance While Trading in Bank of America Securities.

What is material, nonpublic information?

The definition of material, nonpublic information is broad. You should consider information to be material if a reasonable investor would consider it important in making an investment decision. Examples include merger and acquisition information, significant leadership changes and earnings-related and other significant financial information.

You should consider information nonpublic if it is not generally available to the investing public. Please see the Information Wall Policy for more information regarding material, nonpublic information.

Restrictions on trading in other securities or financial instruments

If you are in possession of material, nonpublic information about securities or financial instruments, you are prohibited from buying, selling, recommending or trading such securities or financial instruments. Under the securities laws, such activities constitute insider trading because they involve a fraud on the market by illegally permitting an individual or company to profit from information not otherwise available to the investing public.

In addition, you must not communicate or disclose such information to others who may misuse it, including family members. Doing so not only would be a violation of your duty of trust or confidence, but also may be a violation of federal and state laws, and the laws of many countries.

You must be familiar with, understand and comply with the Information Wall Policy and all other policies and procedures that relate to your area of responsibility. These policies are designed to:

  • Prevent the flow of information from employees in units that may receive material, nonpublic information about issuers of securities or financial instruments to employees in units that buy, sell or recommend securities and financial instruments to fiduciary and nonfiduciary accounts.
  • Provide additional guidance on prohibitions against the misuse of material, nonpublic information, including additional restrictions on personal trading for certain designated units.
  • Address other issues raised by the activities of each designated unit.

For more information, please visit the Information Wall Policy.

We invest in our communities

Corporate social responsibility

Being a responsible business is integral to our success, and that of the customers, clients, shareholders and communities we serve around the world. Corporate Social Responsibility (CSR) is embedded in our values and informs how we conduct business, develop products and services and deliver on our goals and commitments. CSR is integrated across six core areas, where we continue to focus our resources:

Responsible business practices: We rigorously review our business practices and policies and are continuing to simplify information for customers, maintain a strong risk culture, build industry-leading levels of capital and manage our businesses to be accountable to shareholders and stakeholders, including customers, clients, employees, regulators, community and nonprofit organizations.

Strong economies: We support the economic health of communities, from financing affordable housing and small businesses in low-income neighborhoods to providing grants in the areas of housing, hunger and jobs.

Environmental sustainability: We put our capital and expertise to work to address climate change, reduce demands on natural resources and advance lower-carbon economic solutions.

Leadership & service: We support programs that develop emerging women leaders around the world as well as student leaders and high-performing nonprofits across the United States. Our employees volunteer their time and expertise, helping individuals to gain financial stability, feeding the hungry and building affordable housing.

Arts & culture: We promote local economic growth and community engagement worldwide, providing grants to help preserve works of art globally, loan exhibits to museums and support free admission to U.S. cultural institutions.

Diversity & inclusion: With a global workforce in more than 40 countries — in thought, style, experience, culture, ethnicity and sexual orientation — understanding that diversity and inclusion are good for business, attract and retain talent and enable our company to better serve employees, customers, clients and shareholders.