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Exhibit 14.1
 RENEGY HOLDINGS, INC.
 CODE OF CONDUCT AND ETHICS
 Introduction
 Code Company
 SEC
  1. Scope of Code




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2. Compliance with Laws, Rules and Regulations
  3. Conflicts of Interest
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4. Loans by the Company
  5. Insider Trading
  6. Competition and Fair Dealing
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7. Discrimination and Harassment
    8. Health, Safety and the Environment
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9. Compliance with Rules, Controls and Procedures
  10. Accuracy of Records and Reports
   11. Record-Keeping
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12. Intentional Misconduct
  
    
    report information or enter information in the Companys books, records or reports
that fraudulently or intentionally hides, misrepresents or disguises the true nature of
any financial or non-financial transaction or result;
    
    establish any undisclosed or unrecorded fund, account, asset or liability for any
improper purpose;
    
    enter into any transaction or agreement that accelerates, postpones or otherwise
manipulates the accurate and timely recording of revenues or expenses;
    
    intentionally misclassify transactions as to accounts, business units or accounting
periods;
    
    intentionally falsify technical, safety or performance data; or
    
    knowingly assist others in any of the above.
 13. Working with External Auditors
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14. Obligation to Investigate and Report Potential Violations
  
    
    financial results that seem inconsistent with underlying business performance;
    
    inaccurate financial records, including travel and expense reports, time sheets or
invoices;
    
    the circumventing of mandated review and approval procedures;
    
    the absence or weakness of processes or controls; or
    
    persons within the Company seeking to improperly influence the work of our financial
or accounting personnel, or our external or internal auditors.
  15. Informing the Audit Committee
  
    
    the accuracy of material disclosures made by the Company in its public filings;
    
    significant deficiencies in the design or operation of internal controls or
procedures that could adversely affect the Companys ability to record, process,
summarize or report financial data;
    
    any evidence of fraud that involves an employee who has a significant role in the
Companys financial reporting, disclosures or internal controls or procedures; or
    
    any evidence of a material violation of the policies in this Code regarding
financial reporting.
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16. Requests by Regulatory Authorities
  17. Corporate Disclosures
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18. Public Communications by Employees
  
    
    Our President, Chief Financial Officer and investor relations personnel, and their
authorized designees, are our official spokespeople for financial matters.
    
    Our President and corporate communications personnel, and their authorized
designees, are our official spokespeople for public comment, press, marketing,
technical and other such information.
   19. Protection and Proper Use of Company Assets
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20. Payments to Government Personnel
   21. Reporting any Illegal or Unethical Behavior
  22. Confidentiality
  23. Waivers of the Code of Conduct and Ethics
  24. Publicly Available
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25. Enforcement
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