Code of Conduct
Template — South Africa
An attorney-drafted Code of Conduct template designed specifically for South African workplaces. This comprehensive, legally compliant document establishes the ethical standards, behavioural expectations, and disciplinary framework for all employees — covering professional conduct, conflicts of interest, gifts and hospitality, use of company resources, confidentiality, compliance obligations, and graduated sanctions aligned with Schedule 8 of the Labour Relations Act 66 of 1995. Built for every employer that needs a defensible disciplinary foundation at the CCMA.
Drafted by qualified South African attorneys
Reviewed for compliance with current legislation · Last updated April 2026
Why Your Business Needs This Agreement
CCMA Reinstatement Due to Absent or Unclear Rules
The most frequent reason employers lose misconduct arbitrations at the CCMA is the inability to prove that clear workplace rules existed and were communicated to the employee. Without a Code of Conduct, arbitrators consistently find dismissals substantively unfair — even where the misconduct is proven — and order reinstatement with up to 12 months' back-pay. The financial impact of a single reinstatement award for a mid-level employee can exceed R500,000 when back-pay, legal costs, and the disruption of rehiring are factored in.
Inconsistent Discipline Leading to Parity Challenges
Without a standardised Code of Conduct with categorised offences and indicative sanctions, managers across the organisation apply discipline ad hoc — one manager gives a warning for the same offence another manager treats with dismissal. This inconsistency creates parity challenges at the CCMA, where the dismissed employee points to the lighter sanction given to a colleague for the same offence. The CCMA will find the dismissal unfair on substantive grounds, regardless of the merits, because the employer cannot demonstrate consistent application of its own rules.
Director Personal Liability for Governance Failures
Directors and prescribed officers who fail to establish ethical conduct standards face personal liability under section 77 of the Companies Act 71 of 2008. If the company suffers loss because a director failed to exercise proper care and skill — including failing to implement a governance framework that prevents fraud, corruption, or misconduct — the director can be held personally liable for those losses. A Code of Conduct that incorporates director duties and is actively enforced is a critical element of the "business judgment" defence under section 76(4).
Department of Labour Compliance Inspections
Department of Employment and Labour inspectors conducting workplace inspections routinely request the employer's disciplinary code as part of their compliance assessment. An employer without a formal Code of Conduct may receive a compliance order, and repeated non-compliance can result in fines. More critically, the absence of a Code undermines the employer's position in any concurrent CCMA proceedings, as it signals a systemic failure in labour relations management.
Reputational Damage from Unmanaged Employee Conduct
Without clear conduct expectations, employees may engage in behaviour that damages the organisation's reputation — racist social media posts, conflicts of interest with competitors, accepting bribes from suppliers — without understanding that such behaviour is prohibited. By the time the employer attempts to act, the reputational damage is done, and the absence of a communicated Code makes disciplinary action difficult. High-profile cases involving South African employees' social media misconduct have demonstrated that employers without clear policies bear both the reputational harm and the legal risk.
What is a Code of Conduct?
A Code of Conduct is the single most important workplace policy document in South African labour law. It defines the rules against which employee behaviour is measured, and it provides the substantive foundation upon which every disciplinary action — from a verbal warning to summary dismissal — is built. Without a clear, comprehensive, and properly communicated Code of Conduct, employers face a near-certain losing battle at the Commission for Conciliation, Mediation and Arbitration (CCMA) when challenged on the fairness of any dismissal for misconduct.
Schedule 8 of the Labour Relations Act 66 of 1995 — the Code of Good Practice: Dismissal — is explicit: employers should adopt disciplinary rules that establish the standard of conduct expected from employees, and those rules must be clear, communicated, and consistently applied. Item 7 of Schedule 8 provides that whether or not an employee contravened a rule or standard regulating conduct in the workplace, whether the rule was valid and reasonable, whether the employee was aware of the rule, and whether the rule has been consistently applied are all critical factors in determining the fairness of a dismissal. A well-drafted Code of Conduct addresses every one of these requirements.
The practical consequences of not having a Code of Conduct are severe. In case after case, the CCMA has reinstated dismissed employees — with full back-pay — because the employer could not demonstrate that the employee was aware of the standard they were expected to meet. The arbitration award in NUMSA obo Ngantweni v Dunlop Mixing and Technical Services (2019) is instructive: the commissioner held that the employer's failure to prove that its disciplinary code had been communicated to the employee rendered the dismissal substantively unfair, despite overwhelming evidence of the misconduct itself. This is the reality South African employers face without a properly implemented Code of Conduct.
Beyond the Labour Relations Act, a Code of Conduct must also reflect the duties imposed by the Companies Act 71 of 2008 on directors and prescribed officers. Section 76 requires directors to act in good faith, for a proper purpose, and in the best interests of the company, with the degree of care, skill, and diligence that may reasonably be expected of a person carrying out the same functions. Section 77 imposes personal liability on directors who breach these duties. The Code of Conduct should therefore set a higher standard for leadership, ensuring that the ethical expectations applicable to directors are clearly articulated alongside those applicable to the broader workforce.
This attorney-drafted template is specifically designed for South African law and covers every dimension of workplace conduct: professional behaviour and ethics, conflicts of interest and outside business activities, gifts, entertainment and hospitality, use of company resources and property, confidentiality and information security under the Protection of Personal Information Act 4 of 2013 (POPIA), compliance with all applicable laws and regulations, reporting obligations and whistleblower protection under the Protected Disclosures Act 26 of 2000, social media and online conduct, workplace relationships, environmental responsibility, and a comprehensive graduated disciplinary framework with clearly categorised offences and indicative sanctions. It also addresses the interaction between the Code of Conduct and other workplace policies — such as the Anti-Bribery Policy, Sexual Harassment Policy, and IT Acceptable Use Policy — establishing a coherent hierarchy of workplace rules that satisfies the CCMA's requirements for a fair and defensible disciplinary system.
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Schedule 8 Item 7 of the LRA requires employers to have clear workplace rules that are communicated and consistently applied — the Code of Conduct is the primary document satisfying this requirement
The CCMA orders reinstatement with up to 12 months' back-pay when employers cannot prove clear rules existed and were communicated to the dismissed employee
Directors face personal liability under section 77 of the Companies Act 71 of 2008 for failing to exercise care and skill in establishing ethical governance frameworks
POPIA section 107 creates criminal offences for intentional interference with personal information — employees who breach confidentiality obligations can face both disciplinary action and criminal prosecution
The parity principle at the CCMA means inconsistent application of discipline across employees almost always results in an unfair dismissal finding, regardless of the merits of the individual case
Key Clauses Included
This Code of Conduct template covers 12 essential sections, each drafted by South African attorneys.
Purpose, Scope & Application
Sets out the purpose of the Code of Conduct, who it applies to (permanent employees, fixed-term contract workers, temporary staff, directors, independent contractors on company premises), and the relationship between the Code and individual employment contracts. Establishes that the Code forms part of the conditions of employment and that breach of the Code constitutes grounds for disciplinary action under Schedule 8 of the LRA.
Professional Conduct & Ethical Standards
Defines the expected standards of honesty, integrity, respect, and professionalism in all business dealings — including interactions with colleagues, clients, suppliers, regulators, and the public. Addresses the duty of good faith, prohibition on bringing the employer into disrepute, and the obligation to act in the best interests of the organisation at all times.
Conflicts of Interest & Outside Business Activities
Establishes the obligation to declare actual and potential conflicts of interest, restrictions on outside business activities and secondary employment, rules governing personal relationships in the workplace that create reporting-line conflicts, and the formal process for obtaining management approval before engaging in any activity that could conflict with the employee's duties. Reflects the directors' conflict-of-interest provisions under section 75 of the Companies Act.
Gifts, Entertainment & Hospitality
Sets monetary thresholds for acceptable gifts (typically R500 per item and R2,000 cumulative per annum per source), mandatory declaration and pre-approval requirements for gifts above the threshold, a prohibition on soliciting gifts from any source, specific restrictions on gifts to or from government officials involved in procurement or tender processes, and the requirement to maintain a gifts register. Cross-references the Anti-Bribery and Corruption Policy for detailed guidance.
Use of Company Resources & Property
Governs the appropriate use of company property including vehicles, IT equipment, email systems, internet access, mobile phones, stationery, and consumables. Distinguishes between authorised personal use and misuse, addresses the private use of company vehicles, and establishes accountability for company property issued to employees. Links to the IT Acceptable Use Policy for detailed technology rules and the Remote Work Policy for equipment used at home.
Confidentiality & Information Security
Imposes obligations on all employees to protect confidential business information, trade secrets, client data, financial records, and personal information — both during employment and after termination. Addresses compliance with the Protection of Personal Information Act 4 of 2013 (POPIA), the duty not to disclose confidential information to unauthorised parties, and the consequences of unauthorised disclosure including criminal prosecution under POPIA for intentional breaches.
Compliance with Laws, Regulations & Internal Policies
Requires employees to comply with all applicable South African legislation, industry-specific regulations, and internal company policies. Specifically references anti-corruption obligations under PRECCA, health and safety duties under the OHS Act, employment equity obligations under the EEA, environmental compliance, and competition law prohibitions. Establishes that ignorance of applicable laws is not a defence.
Reporting Obligations & Whistleblower Protection
Establishes the obligation to report breaches of the Code, suspected fraud, corruption, or any unlawful activity. Provides multiple reporting channels including line management, HR, a compliance officer, an ethics hotline, and anonymous reporting. Guarantees protection from retaliation under the Protected Disclosures Act 26 of 2000 for employees who make protected disclosures in good faith.
Social Media & Online Conduct
Addresses employee conduct on social media platforms in both personal and professional capacities, the requirement to include disclaimers on personal accounts when expressing views that could be associated with the employer, and the prohibition on posting confidential information, defamatory content, or material that damages the employer's reputation. Cross-references the Social Media Policy for comprehensive guidance.
Workplace Relationships & Respectful Conduct
Sets expectations for respectful interactions in the workplace, prohibition on harassment, bullying, discrimination, and victimisation. Addresses the duty to disclose workplace romantic relationships that create conflicts of interest or reporting-line issues. References the Sexual Harassment Policy and the Employment Equity Act's prohibition on unfair discrimination.
Graduated Disciplinary Framework
Provides a comprehensive graduated disciplinary sanctions framework aligned with Schedule 8 of the LRA — counselling, verbal warning (valid 6 months), written warning (valid 6-12 months), final written warning (valid 12 months), and dismissal. Categorises offences into minor, serious, and gross misconduct with indicative sanctions for each category. Lists specific examples of gross misconduct warranting summary dismissal for a first offence, including theft, fraud, assault, gross dishonesty, and sexual harassment.
Director & Prescribed Officer Obligations
Establishes the heightened ethical standards applicable to directors and prescribed officers under sections 75, 76, and 77 of the Companies Act 71 of 2008. Addresses the fiduciary duty to act in good faith, the duty of care and skill, the prohibition on using position for personal advantage, and the personal liability consequences for directors who breach their statutory duties.
South African Law Compliance
Labour Relations Act 66 of 1995
Schedule 8 (Code of Good Practice: Dismissal) is the primary authority governing workplace discipline in South Africa. Item 7 requires that for a dismissal to be substantively fair, the employer must prove the employee contravened a valid rule, the rule was communicated, and discipline has been applied consistently. Items 3 and 4 address the distinction between misconduct and incapacity, and the requirement for progressive discipline. Section 185 provides every employee the right not to be unfairly dismissed. Section 188 requires both substantive and procedural fairness. The Code of Conduct satisfies the "clear rules" requirement that forms the backbone of every CCMA arbitration.
Basic Conditions of Employment Act 75 of 1997
Regulates minimum employment conditions that the Code of Conduct must respect, including working hours (section 9), overtime (section 10), leave (sections 20-27), and the prohibition on forced labour (section 48) and child labour (section 43). The Code must not impose obligations that conflict with BCEA minimums — for example, requiring employees to work hours that exceed the 45-hour weekly maximum without overtime compensation.
Employment Equity Act 55 of 1998
Section 6 prohibits unfair discrimination on any of the listed grounds including race, gender, sex, pregnancy, marital status, family responsibility, ethnic or social origin, colour, sexual orientation, age, disability, religion, HIV status, conscience, belief, political opinion, culture, language, and birth. The Code of Conduct must prohibit discriminatory behaviour and ensure that the disciplinary framework itself does not discriminate — for example, by applying different standards or sanctions to different groups of employees.
Companies Act 71 of 2008
Section 76 imposes fiduciary duties on directors and prescribed officers, including the duty to act in good faith, for a proper purpose, and with the degree of care and skill reasonably expected. Section 75 requires directors to disclose personal financial interests in matters before the board. Section 77 imposes personal liability on directors who breach these duties. The Code of Conduct should explicitly incorporate these statutory duties as conduct standards for leadership.
Protection of Personal Information Act 4 of 2013
POPIA imposes obligations on all employees who handle personal information to process it lawfully and protect it against unauthorised access. Sections 19 and 20 require appropriate security measures and notification of data breaches. Section 107 creates criminal offences for intentional interference with personal information. The Code of Conduct should establish that breach of POPIA obligations constitutes misconduct warranting disciplinary action.
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Create Your Code of Conduct in Minutes
Our guided wizard walks you through every clause — no legal knowledge required. Attorney-drafted, South African law compliant.
Audit existing rules and identify gaps
Review your current employment contracts, workplace policies, and any informal rules to identify what conduct standards already exist and where gaps need to be addressed. Consult with line managers about the most common disciplinary issues they encounter and ensure the Code addresses real workplace challenges.
Customise the template for your organisation
Complete the template by inserting your organisation's specific details, gift thresholds, conflict-of-interest declaration process, and any industry-specific conduct requirements. Ensure the graduated sanctions framework reflects your operational context — safety-sensitive industries may require stricter sanctions for certain offences.
Consult with employee representatives
In unionised workplaces, present the draft Code to trade union representatives for consultation. While the Code is a management prerogative document, meaningful consultation demonstrates good faith and reduces the risk of subsequent challenges to its reasonableness. Document the consultation process and any agreed amendments.
Communicate to all employees with signed acknowledgement
Distribute the finalised Code to every employee and obtain signed acknowledgements of receipt and understanding. Conduct induction sessions for new employees and awareness sessions for existing staff. Store acknowledgements securely — these are critical evidence in any future CCMA proceedings.
Implement ongoing training and consistent application
Schedule annual refresher training on the Code, ensure all managers are trained on applying it consistently, and maintain disciplinary records that demonstrate even-handed application across the workforce. Review and update the Code annually to address emerging issues such as new legislation, social media developments, or changes in the business environment.
Frequently Asked Questions
While no specific statute mandates a standalone "Code of Conduct" document, Schedule 8 of the Labour Relations Act 66 of 1995 (Code of Good Practice: Dismissal) effectively makes one essential. Item 7 requires employers to have clear rules of conduct, communicate those rules to employees, and apply them consistently. Without a Code of Conduct, an employer cannot satisfy these requirements and will almost certainly lose any unfair dismissal challenge at the CCMA. The arbitrator will ask three fundamental questions: was there a rule, did the employee know about the rule, and was the rule consistently applied? A Code of Conduct answers all three. Additionally, section 23 of the Constitution guarantees the right to fair labour practices, which the courts have interpreted to require clear, published workplace rules as a precondition for fair discipline.
What You Get With This Template
Drafted specifically for South African law — fully aligned with LRA Schedule 8, BCEA, EEA, Companies Act, and POPIA requirements
Comprehensive graduated disciplinary framework with categorised offences and indicative sanctions that withstand CCMA scrutiny
Addresses both employee and director conduct standards, incorporating Companies Act fiduciary duties for leadership
Includes conflict-of-interest declaration procedures, gift thresholds, and anti-corruption cross-references aligned with PRECCA
Covers social media, online conduct, and remote work behaviour — reflecting the modern South African workplace
Built-in whistleblower protection provisions referencing the Protected Disclosures Act 26 of 2000
Hierarchical policy structure that links to subsidiary policies (Social Media, IT Acceptable Use, Anti-Bribery) for complete coverage
Customisable template with clearly marked decision points — no legal jargon without practical explanation