Last Revised September 2008

Introduction

Home Depot recognizes that with increasing frequency the actions of public policymakers at the federal, state and local levels - both elected and appointed - impact our daily business operations and, indeed, the overall profitability of Home Depot. In an effort to ensure that the government of the United States, state and local governments and the governments of those countries with whom we do business act responsibly and in the best interest of our customers and associates, we must actively participate in the political process. In doing so, Home Depot demands the highest standards of professional conduct from those representing Home Depot.

Corporate political activity is regulated by federal, state, and local laws, and violations of these laws carry civil and criminal penalties. It is important that associates pay careful attention to Home Depot's and their own legal and ethical obligations when engaging in political activity. Home Depot has adopted this policy regarding associate participation in the political process.

Political Activity and Government Relations Policy

• Home Depot complies with all legal and regulatory requirements in its political activities and interactions with public officials.
  
  
• Home Depot encourages associates to become personally involved in the political process but does not permit the use of corporate resources or Home Depot time for personal political matters.
  
  
• Giving money, gifts, products, or services to government officials in exchange for official action is strictly prohibited.
  
  
• Home Depot sponsors a political action committee called Home Depot Political Action Committee (PAC) which supports public officials and candidates who are sympathetic to the issues affecting Home Depot.
  
  
• Participation in Home Depot Political Action Committee is strictly voluntary and has no affect on one's employment with Home Depot.

Oversight

• Home Depot will post this Policy, and an annual report of its corporate contributions to political candidates, political parties, political committees and other political entities organized and operating under Section 527 of the Internal Revenue Code, on its website.
  
  
• The Nominating and Corporate Governance Committee will annually review Home Depot's political contributions.

The Home Depot Political Activity and Government Relations Policy Implementation

Corporate Citizenship

Home Depot engages actively in the government process as a good corporate citizen. We express our opinions on local, state federal and international issues that affect our business and profitability. We do not use our corporate standing to improperly influence the outcome of political issues.

Corporate Political Communications

There are technical rules governing a corporation's right to make partisan and nonpartisan political communications. To ensure that these rules are followed and that political communications accurately reflect Home Depot's opinion, all corporate political communications must be approved in advance by the Vice President of Government Relations.

In addition to such political communications, Home Depot may ask associates to make personal contact with government officials or to write letters to present Home Depot's positions on specific issues. Those associates who communicate with government officials on behalf of Home Depot must utilize Home Depot-provided resources and be familiar and in compliance with Home Depot's political activity policy. If ever in doubt, associates should seek guidance from our Government Relations and Legal Departments in these matters before taking any action.

What should I do if I want Home Depot to support a local school bond referendum because I believe it will benefit Home Depot associates?

You should call the Vice President of Government Relations, who is responsible for considering a number of factors in deciding what public communications will be made by Home Depot concerning the referendum. Also, you may use your personal time and resources to support the referendum.

May I ask other associates to write letters supporting the school board referendum?

On your individual time away from work, you may solicit letters from others. You cannot ask other associates to write letters supporting the referendum on Home Depot time or on Home Depot property unless you have the prior approval of the Vice President of Government Relations.

Lobbying

Home Depot has the right to conduct lobbying activities. There are a number of regulations governing lobbying activity at the federal, state, and local levels. In some instances, Home Depot, as well as individual associates, must register as lobbyists with the government and may have to file written report of lobbying activities.

Who must approve all lobbying activities?

To ensure that we comply with all legal and regulatory requirements in this area, all lobbying activities must be approved in advance by the Vice President of Government Relations.

Political Contributions

Under federal law, and some state and local laws, Home Depot funds and resources cannot be used for contributions to political candidates. In fact, giving money, gifts, products, or services to government officials in exchange for official action is strictly prohibited. However, Home Depot may lawfully make corporate political contributions or in-kind donations in certain states and localities. To see a list of The Home Depot’s 2007 Political Contributions please click here.

Who must approve corporate political contributions?

Corporate contributions must be approved by the Vice President of Government Relations, who will also ensure that all applicable legal requirements are met.

The Home Depot Political Action Committee

Home Depot sponsors a voluntary, nonpartisan political action committee (PAC) called Home Depot Political Action Committee. The Committee supports candidates for office who advocate and pursue governmental policies that promote a favorable business climate for Home Depot. While the Committee actively solicits donations, participation is strictly voluntary.

Who is eligible to join or contribute to Home Depot Political Action Committee?

You are eligible to join or contribute to Home Depot's PAC if you meet one of the following conditions: (1) you are a management-level (salaried) associate; (2) you own Home Depot stock; or (3) you serve on Home Depot's Board of Directors. Participation in the PAC (including monetary contributions) is limited to U.S. nationals (citizens and green-card holders).

How are contributions to candidates determined?

The Government Relations staff and a representative of the PAC's Board of Directors review each candidate's record and determine who will receive PAC support. Factors considered during the selection process may include:

• Does the candidate sit on a committee(s) with jurisdiction over issues of importance to Home Depot?
  
  
• Is there a Home Depot store, office or facility in the candidate's district?
  
  
• What is the candidate's position or voting record on issues important to Home Depot?
  
  
• What federal and/or state retail associations or other business groups endorse the candidate?

How can I voice my opinion about the PAC or individual candidates that the PAC supports?

Contact the Government Relations Department (202-742-4462) to express your opinions about candidates and/or issues.

Individual Political Involvement

Associates are encouraged, as individuals, to get involved in the political process: to vote, to volunteer time and to contribute money to candidates of their own choosing. These decisions and choices are intensely personal, and any donation of time or resources must likewise be personal.

Can associates use Home Depot funds or time on public policy issues?

Associates must not use Home Depot funds, time, equipment or facilities when working or soliciting on behalf of candidates or political organizations.

Can I distribute a campaign brochure about Senator John Doe while I am at work? Can I distribute the brochure on my own time? You may not distribute campaign brochures at work. You may distribute literature on your personal time away from Home Depot. Can I send a memo to a friend at work suggesting that he write a check to Congressman John Smith?

No, an associate cannot ask for or collect checks for any candidate or support the election or defeat of a candidate while at work and using Home Depot resources.

May I serve as the treasurer of Lisa Doe's campaign for Mayor? Can I keep track of political donations and expenses on my Home Depot computer after business hours? Can donations be sent to my work address?

You can serve the campaign in your personal capacity on your own time, but you cannot work on the Mayor's campaign while at work or use Home Depot resources to work on the campaign at any time. You cannot use Home Depot's business address for personal political matters.

Can associates hold public office positions?

It is permissible for Home Depot associates to engage in civic activities including holding public office. However, associates may not campaign or solicit support from other associates on Home Depot property and may not use Home Depot time or resources on personal political matters. In the course of performing civic duties, an associate should abstain from all discussions and decisions that specifically involve Home Depot.

Solicitation

Home Depot does NOT allow solicitation or distribution of political literature on Home Depot property by any associate or organization unless required by law.

Who can I contact for guidance if challenged when enforcing the solicitation policy?

The "no solicitation" policy applies to all outside organizations including political groups and individuals. If you are ever challenged when enforcing Home Depot's solicitation policy, you should immediately contact the Legal Department or the Vice President of Government Relations for guidance.

Can my store permit a candidate to park his campaign van in Home Depot parking lot?

No. This violates Home Depot's solicitation policy and could be an unlawful corporate political contribution. If there is any question raised concerning free speech or public access rights, you should call the Vice President of Government Relations or the Legal Department for guidance.

The League of Women Voters or another local civic group requests space in a Home Depot store for voter registration. Does this violate our "solicitation" policy?

Yes, it is a violation of our "solicitation" policy. No organization may distribute political literature on Home Depot property unless access is required by law.

Gifts to Government Officials

Gifts, products, services, or payments to government officials to obtain favorable official action are strictly prohibited. Associates and agents working on behalf of Home Depot generally may not give gifts or entertain any official or employee of a government agency that regulates the conduct of Home Depot or that does business with Home Depot. This restriction applies to federal, state, and local agencies, as well as to Members of the legislature and their staffs. Modest gifts and entertainment may be provided only if allowed by the agency or other relevant government entity in question and the proper rules are followed and disclosure reports, if necessary, are filed.

Can I pay for the lunch of a zoning official? Does it matter if Home Depot has a matter pending before this official?

If there is any Home Depot matter pending before the official, you should not offer to pay any personal expenses of the official, including lunch, to avoid even an appearance of impropriety. If no Home Depot matter is pending before the official, you must still determine if local laws and agency regulations permit such modest entertainment before offering to pay. Home Depot's Government Relations Department will provide you with this information.

Payments to Foreign Officials

Gifts, products, services, or payments to foreign government officials to obtain favorable official action are also strictly prohibited, whether made directly or through another person. There is a very limited exception in U.S. law for so-called "facilitation" payments. These are small payments made to facilitate nondiscretionary government actions such as police and fire protection or delivering the mail. Such payments can be made only if these payments are:

• permitted under the Foreign Corrupt Practices Act;
• approved under Home Depot's Foreign Corrupt Practices Act Policy; and
• properly reflected in the books and records of Home Depot.

Refer to Home Depot's Foreign Corrupt Practices Act Policy for specific information on what can and cannot be done. Call the Corporate Compliance Department for guidance when in doubt.

Violations

Associates are expected to report suspected violations of this policy to Government Relations or the Legal Department. Home Depot will enforce its Political Activity and Government Relations Policy by investigating alleged violations and disciplining associates who knowingly violate its policy.

For More Information

If you need more information, please call Government Relations Department at 770-433-8211. If you believe you have observed any potential violation of Home Depot policy, please contact your manager or the Corporate Compliance Department, or call the Home Depot Awareness Line at 800-286-4909.

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