Business Ethics Policy

POLICY STATEMENT ON BUSINESS ETHICS AND CONFLICTS OF INTERESTS

Introduction: Certificate of Compliance

This Policy Statement on Business Ethics and Conflicts of Interests is being issued to all employees of Alternative Construction Technologies, Inc and all subsidiaries and affiliates thereof (collectively the “Company”) to confirm the Company’s commitment to conduct business in an ethical manner and in full compliance with applicable law. It is the Company’s expectation that our employees will read and become familiar with the principles expressed in this Policy Statement, and that those principles will be adhered to by all employees in the discharge of their responsibilities. Employees will be required, on an annual basis, to affirm their agreement with these principles described in this Policy Statement and to affirm that they will adhere to them by signing the Certificate of Compliance that appears at the end of this Policy Statement, and returning it to the Compliance Officer.

All employees and representatives are expected to report violations of any of the requirements set forth in this Policy Statement. Whenever you are in doubt about any matter that may have ethical implications, you should seek guidance within your chain of command or through the Company’s Compliance Officer. Company maintains a Compliance Email (compliance@actechpanel.com) to serve as a means for confidential disclosure by all employees to report anything they observe or are aware of that might violate these principles.

Employees must commit to follow the principles set forth in this Policy Statement on Business Ethics and Conflicts of Interests, the Company Code of Conduct, the Company Employee Handbook, Company’s Policy Prohibiting Insider Trading and the Company Policy and Procedure Manual.

Conflicts of Interests

Financial Interests in Outside Businesses

Employees shall not be involved in any activity, including personal investment, which is or gives the appearance of a conflict of interest with the business of Company. Outside business interests require the prior written approval of Company. A conflict of interest exists if an employee, or an “immediate family member” of an employee, has any financial interest in a competitor of Company, or in an entity which has business dealings with Company. For the purposes of this policy, “immediate family member” includes a person’s spouse, parents, siblings, children, mother and father-in-law and brothers and sisters-in-law. A “financial interest” is one that might appear to create a potential risk of interference with the employee’s independent exercise of judgment in the best interest of Company or gives the appearance of impropriety. If an employee is unsure as to whether or not any financial interest would create such an appearance, the employee should consult with Company’s Compliance Officer.

Any employee who (directly or through any immediate family member of such employee) currently has or plans to acquire any financial interest (other than a passive personal investment in a publicly traded company that amounts to no more than 1% of the issued and outstanding equity securities of that company) in any competitor of Company, or in any entity which has business dealings with Company should promptly disclose the facts and circumstances of such financial interest in writing to Company’s Compliance Officer (senior management and director issues must be disclosed directly to the Board of Directors), so that a determination can be made as to whether a conflict of interest exists. The employee will be expected to take whatever action is determined by Company to be appropriate to resolve any conflict which it finds to exist. Employees should refer to the Company’s Employee Handbook for more information regarding potential conflicts of interest.

Other Involvement in Outside Businesses

A conflict of interest exists if an employee engages as a director, officer, employee, promoter or consultant in or receives compensation from an outside business which (a) is a competitive business, or (b) has business dealings with Company in which the employee participates or is able to exert influence, or (c) interferes with the employee’s obligation to devote full time and attention to his or her job responsibilities, or (d) operates in a manner which reflects adversely upon Company. A conflict of interest may also arise when an immediate family member is a director, officer, employee, or consultant with a company which is a competitive business, or which has business dealings with Company in which the employee participates or is able to exert influence.

Before an employee or immediate family member becomes involved in an outside business (or if such person already is involved) which creates a possible conflict of interest, the employee should promptly disclose the facts in writing to the Company’s Compliance Officer (senior management and director issues must be disclosed directly to the Board of Directors), so that a determination can be made as to whether a conflict of interest does exist. The employee will be expected to take whatever action is determined by the Company to resolve any conflict which it finds to exist. Employees should refer to the Company’s Employee Handbook for information regarding certain limitations on outside employment.

Business Practices

Employees must exercise high standards of conduct in their dealings with other employees and with the Company, its customers, suppliers, government agencies and the communities in which we operate. Employees must always strive to keep their conduct in strict compliance with both the letter and the spirit of all applicable laws, regulations and Company policies. The following examples, although not intended to be exhaustive, illustrate the application of the Company’s business practices in various situations that might confront a Company employee:

Business Ethics Policy Cont.