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NASDAQ: HSDT

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The Board of Directors of the Company adopted the following Code of Business Conduct & Ethics (the “Code”) for all Directors, officers and Employees of the Company as a guide to ensure that our standards of ethics are not compromised and that we do not violate laws and regulations in the name of profit. For purposes of this Code, the term “Employee” includes contractors and any individual who is paid with Company funds. The “Company” includes Helius Medical Technologies, Inc., it related companies and all of its subsidiaries.

The Company’s reputation depends upon the integrity and ability of its Employees to comply with all applicable laws and regulations and to observe high standards of business and personal ethics in discharging their duties and responsibilities. This requires honesty and integrity in every aspect of interacting with other Employees, patients, customers, competitors, regulators, and shareholders. While there cannot be a specific rule for every situation you may encounter in your workday, we have adopted this Code to provide certain principles for business conduct and ethics.

The Company has formalized its commitment to ethical behavior by adopting this Code of conduct to ensure lawful and ethical behavior on the part of its Directors and Employees. All Directors and Employees must abide by this Code, as well as any other policies, procedures, and obligations the Employee may have.

A violation of the law or this Code is a serious matter. A Director, officer or Employee that violates a law, government regulation or this Code will face appropriate disciplinary action, which may include demotion or immediate termination of employment for cause.

The provisions of this Code may be amended or waived only by the Company’s Board of Directors.