Corporate Opportunity Doctrine

This Corporate Opportunity Policy (this “Policy”) is a component of the Code of Business Conduct and Ethics Procedures (the “Code”). 
 
I. Purpose

This Policy generally precludes directors, officers, employees and agents (“covered parties”) of Alamo Group Inc., its subsidiaries and affiliates (the “Company”), from diverting to themselves opportunities which by right belong to the Company.  As a covered party, you owe a duty to the Company to advance its legitimate interests when the opportunity to do so arises.

II. Policy

As a covered party, you are prohibited from (a) taking for yourself  (or for a third party) opportunities that are discovered through the use of corporate property, information or position; (b) using corporate property, information, or position for personal gain; and (c) competing with the Company, without the express consent of the Company. 

III. Monitoring, Reporting, Investigations and Discipline 

Please report any such business opportunity to your supervisors or the Compliance Committee and receive written approval from the Compliance Committee prior to engaging in any activity which may violate this Policy
 
Alleged violations of this Policy should be reported using the reporting procedures set forth in the Confidential Reporting of Potential or Actual Code Violations Procedure (Procedure Number H-10) (the “Reporting System”).  

Rev 11/6/2012

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