Farm Credit Bank of Texas Code of Ethics

I. Overview

Farm Credit Bank of Texas (the “Bank”) has adopted this code of ethical conduct (the “Code”), which is applicable to every Director, Officer, and Employee. The Code reaffirms the high standards of business conduct required of and provides guidance to the Bank and its Directors Officers, and Employees.¹

II. Objective

The Bank is committed to conducting business in accordance with the highest ethical standards as set forth in the Standards of Conduct Policy. Moreover, the Bank is responsible for preparation and distribution of its financial statements and related disclosures and for providing relevant information that is true, accurate and complete to the Funding Corporation for use in preparing the Farm Credit system financial statements and related disclosures.

Accordingly, the Bank expects all of its Directors, Officers, and Employees to maintain the highest standards of personal and professional integrity in all aspects of their business transactions and activities. This includes complying with all applicable laws, rules, and regulations, deterring wrongdoing and abiding by its Standards of Conduct Policy and other policies and procedures adopted by the Bank that govern the conduct of its Directors, Officers, and Employees. To achieve these high ethical standards, all Directors, Officers, and Employees should, among other things, avoid conflicts of interests.

This Code is intended to supplement the Bank’s Standards of Conduct Policy.

III. Requirements

1. All Directors, Officers, and Employees. All Directors, Officers, and Employees are required to:
   1. Maintain high ethical standards, including high standards of honesty, integrity, and fairness.
   2. Act in the best interests of the Bank.
   3. Preserve the reputation of the Bank and the public’s confidence in the Farm Credit System.
   4. Exercise diligence and good business judgment in carrying out official duties and responsibilities.
   5. Report to the Standards of Conduct Official any Conflicts of Interest and/or circumstances or transactions that have the appearance of creating a Conflict of Interest involving yourself, your Family, or your Reportable Business Entity.
   6. Refrain from participating in official action or discussion on any matter if the Director, Officer, or Employee has an actual or perceived Conflict of Interest.
   7. Work with the Standards of Conduct Official to identify conflicts and resolve reported Conflicts of Interest and appearances of Conflicts of Interest.
   8. Avoid self-dealing or acceptance of gifts or favors that may be deemed as offered, or have the appearance of being offered, to influence official actions or decisions.
   9. Comply with all applicable laws, rules, and regulations, as well as the rules and regulations of self-regulatory agreements to which the Bank is a party.
   10. Promptly report any possible illegal or unethical activity, or violation of the Standards of Conduct Policy and the Code of Ethics to the Standards of Conduct Official or through the anonymous reporting procedures.
   11. Take all reasonable measures to protect the confidentiality of non-public information about the Bank and its customers obtained or created in connection with its activities and to prevent the unauthorized disclosure of this information unless required by applicable law or regulation, or legal or regulatory process.
       
       
2. Directors and Officers. In addition, Directors and Officers are required to fulfill their fiduciary duties to the institution and its stockholders. Additionally, Directors and Officers are required to produce full, fair, accurate, timely and understandable disclosures of Bank financial statements and related financial reports or communications as well as reports and documents filed with, or submitted to, the Farm Credit Administration. Directors and Officers are explicitly prohibited from taking any action to fraudulently, coerce, manipulate, or mislead the Bank’s independent public accountant for the purposes of rendering the Bank’s financial statements misleading.
   
   
3. Reporting. To comply with the reporting obligations, each person subject to this Code of Ethics shall make a report of illegal or unethical activity or a violation of the Standards of Conduct Policy and the Code of Ethics by either reporting:
   
   1. To the Standards of Conduct Official, Amanda Schaeffer, at schaeffer@farmcreditbank.com or (512) 465-0575
   2. To the Bank’s Ethics Helpline, by:
      1. Telephone (844) 363-2084
      2. Online Reporting
   3. Any individual who contacts the Ethics Helpline may, at their election, remain anonymous when making a report pursuant to the Code of Ethics, to the extent permitted by law. Retaliation against an individual for making a report in good faith is strictly prohibited. See the Whistleblower Program/Ethics Helpline policy for additional information.

IV. Compliance

Each Director, Officer, and Employee is responsible for reading and understanding this Code and conducting their activities and business transactions accordingly. 

The Bank reserves the right to audit/monitor systems on a periodic basis to ensure compliance with this Code. Compliance may be measured through various means, including but not limited to business tool reports, internal and external audits, and feedback.

V. Violations of the Code of Ethics

All Directors, Officers, and Employees will be held accountable for adherence to this Code. A failure to observe the terms of this Code may result in disciplinary action, up to and including termination of employment or removal from the board of directors, as applicable.  Violations of the Code also constitute violations of law and may result in civil or criminal penalties.

If you have any questions regarding the best course of action in a particular situation, contact the Standards of Conduct Official.

VI. Acknowledgement

Each Director, Officer, and Employee shall be required to sign a statement annually that have read and understand this Code.

VII. Definitions

Agent:  Any person, other than a Director or Employee of the Bank, with the power to act for the institution either by contract or apparent authority and who currently either represents the Bank in contacts with third parties or provides professional or fiduciary services to the Bank.

Conflicts of Interest:  A set of circumstances or the appearance thereof where a person has a financial interest in a transaction, relationship, or activity that could or does actually affect (or has the appearance of affecting) that person's ability to perform official duties and responsibilities in a totally impartial manner and in the best interest of the Bank when viewed from the perspective of a reasonable person with knowledge of the relevant facts.

Employee:  Any individual employed on a part-time, full-time, or temporary basis by the Bank, including those identified as Officers of the institution. Persons not maintained on the institution’s payroll (i.e., independent contractors) are not Employees for purposes of this definition.

Family:  Parents, spouses or civil union partners, children, siblings, uncles, aunts, nephews, nieces, grandparents, grandchildren, and the spouses of the foregoing whether arising from biological, adoptive, marital, or other legal means (e.g., stepparents, stepchildren, half-siblings, in-laws).  The term also includes anyone residing in the household or who is a legal or financial dependent, regardless of any familial relationship.

Officer:  The salaried Chief Executive Officer, President, Vice President, Secretary, Treasurer, General Counsel, Chief Financial Officer, and Chief Lending Officer of the Bank, and any person not so designated but who holds a similar position of authority.

Reportable Business Entity: An entity in which the reporting individual, directly, or indirectly, or acting through or in concert with one or more persons:

1. Owns a Material Percentage of the equity;
2. Owns, controls, or has the power to vote a Material Percentage of any class of voting securities; or
3. Has the power to exercise a Material influence over the management of policies of such entity from their status as a partner, director, officer, or majority shareholder in the entity.

¹ The Code is intended to comply with FCA Regulation Part 612, Subpart A, including 12 C.F.R. § of 612.2137(c), and terms used herein are defined in 12 C.F.R. § 612.2130.

A copy of the Code of Ethics is available at no cost upon request to DLLegal@FarmCreditBank.com.