The DirecTV Group (DTV)

BUSINESS UNIT ROLE

The business units are responsible for implementing an ethics program tailored to their particular business.  Certain essential best practices, however, must be incorporated into the ethics program.

1.                                       Communication available to all employees, covering their ethics obligations, how the complaint process works, and demonstrating executive management support.

2.                                       Identify a Responsible Executive and ethics advisor to oversee the program.

3.                                       The ethics advisor shall work collaboratively with the business unit’s legal counsel (and other cognizant personnel, including, as necessary, the Corporate Ethics Officer) to ensure an effective process for receiving, investigating, responding to and tracking reports or complaints.

4.                                       A minimum of one hour ethics training for all employees on an annual basis.

5.                                       Anti-retaliation, confidentiality and the option to remain anonymous.

6.                                       Consistent and immediate reporting of all Category 1 allegations to the Corporate Ethics Officer or the Company’s General Counsel.

7.                                       Direct all export and import related calls to the Company’s Director of Export Compliance, who will be responsible for responding to such matters and coordinating with the Special Compliance Officer appointed under our Consent Agreement with the U.S. State Department and the Company’s General Counsel.  Proposed resolution of these matters, including appropriate discipline, will also be reviewed with the Company’s General Counsel

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8.                                       A process to record, preserve and retain information, including a record of corrective action or follow-up activities for complaints received.  The retention medium should be readily accessible to authorized persons.

9.                                       Annually, in the first quarter, conduct and submit to the Corporate Ethics Officer a self-assessment of the ethics program, including a log of all Category 1 and 2 cases, with a view to determining program effectiveness and identifying issues or trends which should be addressed in future communications or training.

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