California Transparency in Supply Chains Act of 2010

On September 30, 2010, the Governor of the State of California approved the California Transparency in Supply Chains Act of 2010 (the "Act"), which requires companies to disclose the efforts they have made and measures they have implemented to eradicate slavery and human trafficking from their respective supply chains. In doing so, the Act is designed to help consumers seek and purchase products from companies that "responsibly manage their supply chains," which in turn will "improve the lives of victims of slavery and human trafficking."

Brooks Brothers Group, Inc. ("Brooks Brothers") is committed to purchasing products only from direct suppliers that adhere strictly to our Code of Conduct. In addition to the general requirement that our direct suppliers are in compliance with any and all applicable laws of the jurisdictions in which they are doing business (including any and all laws relating to slavery and human trafficking), our Code of Conduct explicitly and strictly prohibits forced labor and child labor of any kind.

Brooks Brothers has zero tolerance for slavery and human trafficking and makes the following efforts in furtherance of such policy:

• Brooks Brothers regularly examines its product supply chain in an effort to uphold its commitment to work only with suppliers that strictly comply with our Code of Conduct. The examination process begins with an in-depth, on-site initial evaluation of potential new suppliers conducted by appropriate Brooks Brothers personnel. Following our initial evaluation, we generally engage an independent third party auditing firm to audit such potential new supplier's social compliance practices.
• For nearly all direct suppliers with whom we do business, we verify their respective compliance with our Code of Conduct by conducting announced, on-site audits of their respective operations. Such audits are conducted either by Brooks Brothers or an independent third party audit firm.
• Each of Brooks Brothers' direct suppliers is required to execute a Compliance Agreement certifying that all of its products to be purchased by Brooks Brothers will be manufactured in accordance with our Code of Conduct, which, as noted above, requires compliance with any and all applicable laws relating to the manufacture of such products (including any and all laws relating to slavery and human trafficking).
• Brooks Brothers maintains and enforces internal accountability procedures for employees and contractors regarding company standards in slavery and human trafficking. In the event of non-compliance by an employee or contractor, Brooks Brothers takes any and all actions it deems appropriate, up to and including termination of such employee or contractor.
• Through ongoing internal training and educational efforts, as well as constant encouragement to attend external social compliance seminars, Brooks Brothers strives to keep the appropriate personnel, including those in its sourcing, production and legal departments, knowledgeable on and attentive to social compliance concerns such as human trafficking and slavery abuses.

Workplace Code of Conduct

Brooks Brothers Group, Inc. ("BBG") is committed to purchase merchandise only from sources that adhere to certain values and standards that we at BBG hold paramount. All merchandise is to be manufactured in accordance with all applicable laws of the respective country of manufacture. In furtherance of this commitment, BBG will do business with only those companies that have adopted the following standards defining decent and humane working conditions for all of its manufacturers and suppliers:

• Legal Guidelines for Vendors - We expect our vendors to comply with any and all legal requirements of the country in which they are doing business. We seek vendors who respect the legal and moral rights of its employees.
• Forced Labor - There shall not be any use of forced labor, whether in the form of prison labor, indentured labor, bonded labor or otherwise.
• Child Labor - No person shall be employed at an age younger than allowed by law.
• Harassment or Abuse - Every employee shall be treated with respect and dignity. No employee shall be subject to any physical, sexual, psychological or verbal harassment or abuse.
• Nondiscrimination - No person shall be subject to any discrimination in employment, including hiring, salary, benefits, advancements, discipline, termination or retirement on the basis of gender, race, religion, age, disability, sexual orientation, nationality, political opinion, or social or ethnic origin.
• Health and Safety - Employers shall provide a safe, healthy and clean working environment that is in compliance to national and local laws to prevent accidents and injury to health arising out of, linked with, or occurring in the course of work or as a result of the operation of employer facilities.
• Freedom of Association and Collective Bargaining - Employers shall recognize and respect the right of employees to freedom of association and collective bargaining as may be allowed by law.
• Wages and Benefits - Employers must recognize that wages are essential to meeting employees' basic needs. Employers shall pay employees, as a floor, at least the minimum wage (including overtime hours if applicable) required by local law and shall provide legally mandated benefits.
• Hours of Work - Except in extraordinary business circumstances, employees shall not be required to work more than the limits on regular and overtime hours allowed by the law of the country of manufacture.
• Overtime Compensation - In addition to their compensation for regular hours of work, employees shall be compensated for overtime hours at such premium rate as is legally required in the country of manufacture or, in those countries where such laws do not exist, at a rate at least equal to their regular hourly compensation rate.