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DEL MAR CIGAR CLUB
2683 Via de la Valle #G607, Del Mar, CA 92014
Phone: +1 (619) 804-3319


DMC CODE OF CONDUCT


 

This Code of Conduct clarifies the standards of behaviour that are expected of all DMC Members and Guests.

1.  Smoking Optional.  The DMC was the very first "Smoking Optional" Cigar Club in San Diego. While this is in fact, a cigar club, members and guests are not required or expected to smoke cigars while in attendance. We often have guests and some members who do not smoke at all. So you will not need to feel pressured to "light up" during the meeting if you fit into this category. However, all attendees will still need to bring or purchase on site at least 2 cigars to exchange with other attendees.

2.  Guests.  At each DMC event, members are highly encouraged to invite guests to attend. The DMC is not open to the public, and invitations are exclusive. Our members are introduced to the club first and foremost through an invitation from a current member. Without the aid of our members to introduce new potential members to the club, the DMC would not be able to thrive.

There is a nominal fee for a guest to attend a DMC event. Each event ranges in price, depending upon the venue and type of event. Average guest tickets are only $15.00. Guests are not eligible to receive a complimentary cigar unless the DMC has a cigar sponsor for the event willing to provide for them.

3.  Code of Conduct.  The Code of Conduct requires that a DMC member must:

(a)  behave honestly and with integrity in connection with DMC membership;

(b)  act with care and diligence in connection with DMC membership;

(c)  when acting in connection with DMC membership, treat everyone with respect and courtesy, and without harassment;

(d)  when acting in connection with DMC membership, comply with all applicable State and Federal laws;

(e)  comply with any lawful and reasonable direction given by a DMC Chairperson or someone who has authority to give the direction;

(f)  maintain appropriate confidentiality about dealings that the member has with any DMC member or staff;

(g)  disclose, and take reasonable steps to avoid, any conflict of interest (real or apparent) in connection with DMC membership;

(h)  use common resources available for official DMC usage in a proper manner;

(i)  not provide false or misleading information in response to a request for information that is made for official purposes in connection with the member's DMC membership;

(j)  not make improper use of:

1.  inside information, or
2.  the member's duties, status, power or authority, in order to gain, or seek to gain, a benefit or advantage for the member or for any other person;

(k)  at all times behave in a way that upholds the DMC Values and Membership Principles, and the integrity and good reputation of the DMC;

(l)  comply with any other conduct requirement that is prescribed by the regulations

4.  Code of Ethics.  In accordance with the DMC Motto, the Company has adopted this Code of Ethics (this "Code") to:

(a)  encourage honest and ethical conduct, including fair dealing and the ethical handling of conflicts of interest;

(b)  encourage full, fair, accurate, timely and understandable disclosure;

(c)  encourage compliance with applicable laws and governmental rules and regulations;

(d)  ensure the protection of the Company's legitimate business interests, including corporate opportunities, assets and confidential information; and

(e)  deter wrongdoing.

All directors, officers and employees of the Company are expected to be familiar with the Code and to adhere to those principles and procedures set forth in the Code.

5.  Honest and Ethical Conduct.  Each director, officer and member owes a duty to the Company to act with integrity. Integrity requires, among other things, being honest and ethical. This includes the ethical handling of actual or apparent conflicts of interest between personal and professional relationships. Deceit and subordination of principle are inconsistent with integrity.

Each director, officer and member must:

(a)  Act with integrity, including being honest and ethical while still maintaining the confidentiality of information where required or consistent with the Company's policies.

(b)  Observe both the form and spirit of laws and governmental rules and regulations and accounting standards.

(c)  Adhere to a high standard of business ethics.

(d)  Accept no improper or undisclosed material personal benefits from third parties as a result of any transaction or transactions of the Company.

6.  Conflicts of Interest.  A "conflict of interest" arises when an individual's personal interest interferes or appears to interfere with the interests of the DMC. A conflict of interest can arise when a director, officer or member takes actions or has personal interests that may make it difficult to perform his or her DMC Duties objectively and effectively.

For example, a conflict of interest would arise if a director, officer or member, or a member or his or her family, receives improper personal benefits as a result of any transaction or transactions of the DMC. Interests in other clubs, including potential competitors and suppliers, that are purely for investment purposes, are not significant to the individual and do not include involvement in the management of the other entity, or where an otherwise questionable relationship is disclosed to the Board and any necessary action is taken to ensure there will be no effect on the DMC, are not considered conflicts unless otherwise determined by the Board.

Fidelity or service to the DMC should never be subordinated to or dependent on personal gain or advantage. Conflicts of interest should be avoided.

In most cases, anything that would constitute a conflict for a director, officer or member also would present a conflict if it is related to a member of his or her family.

7.  Reporting and Accountability.  The DMC Committee has the authority to interpret this Code in any particular situation. Any director, officer or member who becomes aware of any violation of this Code is required to notify the Committee promptly.

Any questions relating to how these policies should be interpreted or applied should be addressed to the Committee. Any material transaction or relationship that could reasonably be expected to give rise to a conflict of interest, as discussed in Section 13 of this Code, should be discussed with the Committee. A director, officer or member who is unsure of whether a situation violates this Code should discuss the situation with the Committee to prevent possible misunderstandings and embarrassment at a later date.

Each director, officer or member must:
(a)  Notify the Committee promptly of any existing or potential violation of this Code.

(b)  Not retaliate against any other director, officer or member for reports of potential violations.

The Company will follow the following procedures in investigating and enforcing this Code and in reporting on the Code:

(a)  The Committee will take all appropriate action to investigate any violations reported. In addition, the Committee shall report each violation and alleged violation involving a director or an executive officer to the CEO. To the extent he or she deems appropriate, the Committee Representative shall participate in any investigation of a director or executive officer. After the conclusion of an investigation of a director or executive officer, the conclusions shall be reported to the CEO.

(b)  The CEO will conduct such additional investigation as he deems necessary. If the CEO determines that a director or executive officer has violated this Code, he will report its determination to the Committee. Upon being notified that a violation has occurred, the Committee will take such disciplinary or preventive action as deemed appropriate, up to and including dismissal or, in the event of criminal or other serious violations of law, notification of the appropriate law enforcement authorities.

From time to time, the DMC may waive provisions of this Code. Any member or director who believes that a waiver may be called for should discuss the matter with the Committee. Any waiver of the Code for executive officers (including Senior Financial Officers) or directors of the DMC may be made only by the Committee and must be promptly disclosed.

8.  Fair Dealing.  We have a history of succeeding through honest business competition. We do not seek competitive advantages through illegal or unethical business practices. Each employee, officer and director should endeavor to deal fairly with the DMC's customers, service providers, suppliers, competitors and members. No member, officer or director should take unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts, or any unfair dealing practice.

9.  Membership Practices.  The DMC treats all members fairly, ethically, respectfully and with dignity. The DMC offers equal membership opportunities without regard to any distinctions based on age, gender, sexual orientation, disability, race, religion, marital status, family situation, country of origin or other factors, in accordance with the laws and regulations of the State of California and the United States of America. All members are expected to uphold these practices.

10.  Harassment and Personal Security.  The DMC policies protect members from harassment, bullying and victimization at all authorized events, including all forms of sexual, physical and psychological abuse. As a member, you are entitled to, and are expected to preserve a positive, harmonious and professional atmosphere.

All DMC Members are required to sign a copy of the Code of Conduct upon Joining



 
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Loran Kelley III
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