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Visteon's ethics and compliance program is based on our Ethics and Integrity policy. This policy describes the company's expectations regarding the standards of behavior and conduct of employees. It underscores our dedication, at all levels of the organization, to the behaviors underlying our ethical standards. The policy is translated into 10 languages and distributed to our
employees throughout the world. The company also maintains an ethics “hotline” and encourages employees to report any concerns or failures in compliance. Visteon has implemented a process under which employees can bring any concerns regarding matters of ethics and compliance to the direct attention of Visteon's Audit Committee. Through an annual report presented to the Audit Committee, the company describes its activities and compliance within our ethics areas.

Code of Basic Working Conditions
As an extension of our ethics and compliance program, Visteon adopted its own Code of Basic Working Conditions in 2006. This code sets requirements and expectations related to the following areas:

• Child Labor
• Compensation
• Forced Labor

• Freedom of Association and Collective Bargaining
• Harassment and Discrimination
• Environment, Health and Safety

• Work Hours
• Responsibility and Implementation

Visteon is committed to ensuring its suppliers are aligned with the company's ethics and compliance program. Visteon issues to all of its suppliers terms and conditions that include compliance with all applicable laws and regulations, including those relating to environmental matters, wages, working hours, conditions of employment, discrimination, health and safety. The terms and conditions also require that suppliers attest that any supplies purchased by Visteon will not be produced with forced labor either by the supplier or its suppliers.

Conflict Minerals
On Aug. 22, 2012, the U.S. Securities and Exchange Commission (SEC) adopted final rules to implement section 1502 of the Dodd-Frank Wall Street Reform and Consumer Protection Act. This law imposes reporting requirements on manufacturers if the products they manufacture or contract to manufacture contain minerals identified as "Conflict Minerals." The rules define Conflict Minerals as cassiterite, columbite-tantalite, wolframite and gold, as well as their derivatives tin, tantalum and tungsten. Other minerals may be identified in the future at the discretion of the U.S. Secretary of State.

To comply with this law, Visteon must impose new reporting requirements on its supply chain regardless of where the components and materials are purchased. Visteon has been working closely with the Automotive Industry Action Group (AIAG), and with our customers and other Tier 1 suppliers, to ensure consistency in the tools used to establish this process. Requirements similar to those of other automotive and cross-industry manufacturing companies with SEC or commercial reporting obligations were cascaded to Visteon’s supply chain in December 2012. Visteon intends to do what we can to ensure the components and materials in our products, regardless of where they are assembled or sold, do not contain conflict minerals that have contributed to the armed conflict in the Democratic Republic of Congo (DRC) and surrounding countries.

Governance – Board of Directors
There are currently four Board committees in the Board Committee Structure: Audit, Finance and Corporate Strategy, Corporate Governance and Nominating, and Organization and Compensation.

• Audit
• Finance and Corporate Strategy
• Corporate Governance and Nominating
• Organization and Compensation

Further details on Board committee charters and roles and responsibilities can be found on http://www.visteon.com/investors/govCommComp.html.