Code of Ethics

As a senior Army Officer, I have been the President (Judge) of Courts Martial (Crown Court, equivalent) for over 15 years; sentencing men and women to the military correction centre (prison), committing them to civilian prison, dismissing them from the military or issuing fines and other punishments. As a military officer and as a judge, I operate at the highest level of personal and professional ethics – and I expect all those that work with me to operate to the same high ethical standards.


It is a condition of association with STEVEN WINDMILL that any and all formal business associates of Steven Windmill must agree to abide by this Code of Ethics, which specifies standards of professionalism and integrity.

Associates of the Steven Windmill are dedicated to the highest standards of professionalism, integrity and competence for those engaged in all matters involving turnaround, crisis management and corporate renewal. The following principles are guidelines for the conduct of associates in fulfilling those obligations.

The transactions in which Steven Windmill engages are diverse, multifaceted, and sometimes complex. It is thus not possible to state a set of rules that would prescribe proper behaviour under every circumstance. However, to provide guidance and clarity, we have developed this Code of Ethics.

This Code is composed of General Principles and Ethical Standards. The General Principles are broad principles of conduct. The Ethical Standards are more specific goals towards which associates should aspire in professional performance and behaviour.



A associate shall maintain and advance knowledge of the practice of turnaround and crisis management and corporate renewal, respect the practice and contribute to its growth.

Professional Boundaries:

A associate bound by this Code of Ethics is one who is engaged in the practice of providing managerial services and consulting services to businesses, debtors, creditors and other interested parties with respect to troubled businesses, organisations and associations. While such services include a wide range of issues and problems, a associate must take care not to perform services that require a licence or authorisation, unless the associate is so licensed or authorised to perform such services and conforms to any rules, regulations or standards of conduct of any appropriate regulatory body.

Standards of Excellence:

A associate shall strive to improve his or her professional knowledge and skill. Within his or her practice, a associate shall demonstrate a consistent pattern of reasonable care and competence.


A associate shall uphold the law in the conduct of his or her professional activities.

Human Rights:

A associate shall uphold human rights in all of his or her professional endeavours.

Continuing Education:

A associate shall seek out and participate in educational or continuing professional development programmes to enhance his or her professional knowledge.

Obligations to the Client:

A associate shall serve his or her client independently, competently and in a professional manner. A associate should exercise unprejudiced and unbiased judgement on the client’s behalf.

Professional Responsibilities:

An associate shall:

  • Undertake to perform the engagement to the best of his or her ability.
  • Not proceed with an engagement unless the client has agreed with the objectives, scope and approach to be employed and has agreed the fee structure.
  • Not undertake an engagement that cannot be fulfilled in a timely manner because of his or her commitments.


An associate’s duty is solely to the client and he or she should strive to remain independent of other associations that could be considered a conflict of interest or which compromise his or her judgement or appearance to do so. Prior to accepting an engagement, a associate shall disclose to his or her client all financial relationships which may prejudicially influence or give the appearance of prejudicially influencing, his or her judgement. If the client is the troubled business or organisation, disclosure shall be made of any past referrals from, prior work for, or an ownership interest in, any owner, creditor or customer of the client and any party offering financing to, or seeking to purchase an interest in the client. A associate shall avoid conflicts of interest and the appearance of conflicts of interest.


A associate shall not undertake an engagement for which his or her firm does not have the technical capability.

Candour and Truthfulness:

An associate shall not:

  • Intentionally or recklessly mislead existing or prospective clients about the results which can be achieved through the use of a associate’s services.
  • Offer solutions nor make recommendations that are unrealistic or impractical. The nature of proposed actions, and the potential ramifications of those actions, should be communicated to the client.
  • Disclose confidential information about his or her clients or take advantage of such information and shall otherwise behave with integrity.
  • Serve a client using proprietary information developed for a previous client without obtaining the previous client’s consent.

Contingency Fees:

A associate may accept a performance bonus or other contingency fee.


STEVEN WINDMILL recognises the difficulties involved with respect to equity ownership of a troubled company client.

  • If an associate owns or obtains a direct or indirect financial interest in a client, such interest must be disclosed to creditors and shareholders of the client on a timely basis, must be negotiated prior to the assignment, and additional equity ownership should not be negotiated during the course of an engagement.
  • If an equity interest in a troubled business client results in the associate gaining control of the client, the conditions and circumstances whereby the interest is obtained should be set out in writing and agreed to prior to commencement of the engagement.
  • Equity interests held by parties affiliated with the associate shall be aggregated with the associate’s direct interest to determine whether or not the associate would control the client. The associate should insist that the client obtain independent legal representation with respect to negotiating and documenting the equity interest to be obtained by the associate.


A associate shall uphold the integrity and dignity of the profession.

Responsibility to Colleagues:

Each associate has a responsibility to further the profession by acting with integrity and supporting the objectives and programmes of the Association.

An associate shall not refer a client to a colleague in exchange for monetary consideration from that colleague or in any way share in any fee received by such colleague. For this purpose, “colleague” shall not include an associate’s partner, a shareholder or employee of such associate’s firm, or an independent contractor that has an exclusive, written contractual relationship with an associate or such associate’s firm that predates the referral.

An associate referring a client to another associate shall not make any commitments on behalf of the associate receiving the referral or misrepresent the qualifications of the associate receiving the referral.

An associate shall not misrepresent his or her credentials or capabilities in the pursuit of engagements.

An associate shall not disparage or make false statements about another associate competing for an engagement.

An associate shall not represent or otherwise give the impression that associate of the STEVEN WINDMILL & ASSOCIATES bestows any credentials or in any way guarantees minimum qualifications.

An associate shall represent that he or she subscribes to this Code of Ethics.