Codes of Conduct
|Business Conduct Statement|
| Supplemental Code of Ethics for Sr. Financial Officers|
CBS CORPORATION SUPPLEMENTAL CODE OF ETHICS FOR SENIOR FINANCIAL OFFICERS
CBS Corporation has a Business Conduct Statement applicable to all directors and employees of CBS. The Chairman of the Board, President and Chief Executive Officer ("CEO"), Chief Financial Officer ("CFO") and Chief Accounting Officer ("CAO") (collectively, the "Senior Financial Officers") of CBS Corporation ("CBS") are required to comply with the policies set forth therein. In addition to the Business Conduct Statement, the Senior Financial Officers are required to comply with this Supplemental Code of Ethics, the purpose of which is to deter wrongdoing and to promote:
(i) honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;
To that end, the Senior Financial Officers are subject to the following additional specific obligations:
1. The Senior Financial Officers are responsible for full, fair, accurate, timely and understandable disclosure in the periodic reports CBS is required to file with the SEC. Accordingly, it is the responsibility of each Senior Financial Officer promptly to bring to the attention of the CBS Disclosure Committee any material information of which he or she may become aware that affects the disclosures made by CBS in its public filings and otherwise assist the appropriate members of senior management in fulfilling their responsibilities relating to CBS’s financial reporting and disclosure controls and internal control over financial reporting.
Administration of this Supplemental Code
The Board of Directors of CBS (the "Board") or a committee thereof shall determine, or designate appropriate persons to determine, appropriate actions to be taken in the event of violations of this Supplemental Code by a Senior Financial Officer. Such actions shall be reasonably designed to deter wrongdoing and to promote accountability for adherence to this Supplemental Code, and may include written notices to the individual involved that the Board has determined that there has been a violation, censure by the Board, demotion or re-assignment of the individual involved, suspension with or without pay or benefits (as determined by the Board) and termination of the individual’s employment. In determining what action is appropriate in a particular case, the Board or such designee shall take into account all relevant information, including the nature and severity of the violation, whether the violation was a single occurrence or repeated occurrences, whether the violation appears to have been intentional or inadvertent, whether the individual in question had been advised prior to the violation as to the proper course of action and whether or not the individual in question had committed other violations in the past. Any waivers of this Supplemental Code will be considered and reported in accordance with applicable law.