Code of business conduct

This Code of Business Policies (hereinafter, the Code) contains standards of conduct underpinning the basic objectives and values of TNK-BP. The Code establishes TNK-BP's corporate governance principles to which all employees will be held accountable.

The policies that make up this code are a blend of the approach to doing business from all three heritage companies: TNK, Sidanco and BP.

The Code is being introduced to ensure that the Company clearly outlines its aspirations and goals, and to present a set of expectations and requirements against which performance will be measured.

TNK-BP intends that all employees, irrespective of job and location, be aware of and be guided by the provisions of this Code.

The Code of Business Policies is not in conflict with the detailed codes of ethics and practices that exist today in TNK and Sidanco, and these will remain in full force until changed.

The Code has been agreed to and amended by senior management, and is structured in three tiers:

• The highest tier consists of five Policy Commitments written in general language to set the strategic framework in which the Company will operate.
• The second tier is composed of Policy Standards that set out in more detail what the Policy Commitments mean in practice. These describe the boundaries for what is acceptable practice in TNK-BP. They also clarify what people can expect in their dealings with TNK-BP.
• The third tier contains a number of Protocols, Operating Procedures and Instructions that specifically detail the execution of the Policy Standards. These will be consistent with the Policy Commitments and Policy Standards.

Commitments

The Company's business policies will focus on five areas:

• Ethical conduct;
• Employees;
• External relationships;
• Health, safety, security and environmental performance;
• Control and finance.

These Policy Commitments are the foundation on which TNK-BP will build and conduct its business. Everyone who works for TNK-BP will be expected to live up to these commitments.

Ethical Conduct

TNK-BP will pursue its business with integrity, respecting the different cultures and the dignity and rights of individuals in all the regions where it operates.

In TNK-BP's actions and dealings with others, it will:

• respect the rule of law;
• promise only what it expects to deliver, make only commitments it intends to keep, not knowingly mislead others and not participate in or condone corrupt or unacceptable business practices;
• fulfill its obligations and commitments, treat people according to merit and contribution, refrain from coercion and never deliberately do harm to anyone;
• act in good faith, with its employees and executives using Company assets only for furthering Company business and not seek personal gain through abuse of their position in the Company.

The Company will expect the same commitments from third parties acting directly on TNK-BP’s behalf.

Employees

TNK-BP will respect the rights and dignity of all employees. TNK-BP recognizes the contribution that employees make to its ongoing success and to the creation of a distinctive Company. Working together, drawing from the diverse talents and perspectives of its employees, the Company will:

• stimulate new and creative opportunities for its business;
• generate a more exciting and rewarding environment for work in which every individual feels responsible for the performance and reputation of the Company;
• build a new corporate culture based on the solid foundations of the heritage organizations;
• commit to creating a work environment of mutual trust and respect.

Employees can expect to:

• know what is expected of them in their job;
• have open and constructive conversations about their performance;
• receive help within the Company in developing their capabilities in a culture of innovation and encouragement in developing themselves;
• be recognized and competitively rewarded for their performance;
• be listened to and involved in improving the team’s performance;
• feel supported in the management of their personal priorities.

External Relationships

The Company believes that long-term relationships founded on trust and mutual advantage are vital to its business success. TNK-BP is committed to create mutual advantage in all of its relationships so that others will prefer to do business with the Company.

It will do this by:

• understanding the needs and aspirations of individuals, customers, contractors, suppliers, partners, communities, governments and non-government organizations;
• conducting its activities in ways that bring benefits to all those with whom it has relationships;
• fulfilling its obligations as a responsible member of the societies in which it operates;
• demonstrating respect for human dignity and the rights of individuals.

The Company will work to build long-term relationships founded upon:

• high performance standards;
• delivering on its promises;
• openness and flexibility;
• learning from others;
• mutual interdependence;
• sharing success.

Health, Safety, Security and Environment (HSSE)

Everybody who works for TNK-BP, anywhere, is responsible for getting HSSE right. Good HSSE performance and the health, safety and security of everyone who works for the Company are critical to the success of its business.

TNK-BP's HSSE goals are simply stated:

• no accidents;
• no harm to people;
• no damage to the environment.

The Company will continue to improve the environmental and health impact of its operations by reducing waste, emissions and discharges, and using energy efficiently. It will produce quality products that can be used safely by its customers. It will have a clear international shipping policy.

All leaders within the Company will be held accountable for accomplishing the HSSE goals by demonstrating correct HSSE behaviors, by clearly defining HSSE roles and responsibilities, by providing needed resources and by measuring, reviewing and continuously improving TNK-BP's HSSE performance.

TNK-BP will:

• consult, listen and respond openly to its customers, employees, neighbors, public interest groups and those who work with the Company;
• work with others, including partners, suppliers, competitors, governments and regulators, to raise industry standards;
• have Company business plans, which include measurable HSSE targets, which all employees will be committed to meeting;
• do everything possible to protect its personnel, material assets, information, reputation and business processes against risk of loss or damage from illegal acts;
• continuously and comprehensively identify and assess internal and external security threats, and implement the necessary protective measures in cooperation with the Security function;
• openly report its performance, good and bad;
• recognize those who contribute to improved HSSE performance.

Control and Finance

TNK-BP commits to maximizing long-term shareholder value. To deliver on this commitment, it will maintain excellent standards of planning and business control with demonstrable transparency. It will manage its financial affairs with probity, to the highest professional standards, and in compliance with the law.

The Company will do this by:

• preparing plans and setting clear business performance targets;
• challenging plans and targets and monitoring progress against them;
• ensuring that investments of whatever type are properly evaluated and approved and that expenditure (of both revenue and capital) is authorized;
• understanding and managing the risks to all Company assets, including information systems, and ensuring that objectives are met efficiently, with robust control processes;
• producing financial reports that are reliable, accurate and timely;
• ensuring that all transactions are properly handled and reported;
• ensuring that assets are financially safeguarded;
• making decisions on finance, tax and accounting matters to optimize the Company's position;
• managing its tax affairs so as to comply with all tax laws in the jurisdictions and regions in which TNK-BP operates.