Exhibit 10.14

                                     BESTNET

                        Code of Ethics: Corporate Policy

                                November 4, 2003


INTRODUCTION:

This Code of Ethics is established pursuant to Section 406 of the Sarbanes-Oxley
Acts of 2002, which requires that BestNet Communications Corp. (the "Company")
establish a code of ethics to apply to the Company's principal executive officer
and certain of the Company's senior financial officers, including but not
limited to, the Company's principal financial officer, controller, principal
accounting officer, or persons performing similar functions (the "Executive
Officers").

The Executive Officers should note that simply complying with Laws or following
widespread business practices may not be enough to comply with this Code of
Ethics. It is therefore very important that the Executive Officers read and
understand this Code of Ethics.

If any Executive Officer has a question regarding this Code of Ethics, then such
Executive Officer should contact the Company's Legal Counsel. If any Executive
Officer has information, concerns, or suspicions regarding any illegal or
unethical conduct, then such Executive Officer should immediately contact the
Legal Counsel.


PURPOSE:

The purpose of this Code of Ethics is to deter wrongdoing and to promote:

     1.   Honest and ethical conduct, including the ethical handling of actual
          or apparent conflicts of interest between personal and professional
          relationships;
     2.   Full, fair, accurate, timely and understandable disclosure in the
          periodic reports required to be filed by the Company and in the
          Company's public communications;
     3.   Compliance with applicable governmental laws and regulations;
     4.   The prompt internal reporting of violations of this Code of Ethics to
          an appropriate person or persons identified in this Code of Ethics;
          and
     5.   Accountability for adherence to this Code of Ethics.

This Code of Ethics must be applied by the Executive Officers in good faith and
with reasonable business judgment to enable the Company to achieve its operating
and financial goals within the framework of the Law.


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POLICY:

A.   Ethical Standards of Conduct

     The Executive Officers must follow the accounting rules and controls set
     forth by the SEC and the Financial Accounting Standards Board.

     The Executive Officers must also comply with the obligations set out in the
     Sarbanes-Oxley Act of 2002.

     Each Executive Officer shall, when required, provide full, fair, accurate,
     timely, and understandable disclosure in the periodic reports that the
     Company is required to file. Accordingly, all account books, budgets,
     project evaluations, expense accounts and other papers utilized in
     maintaining business records must accurately report the matters to which
     they relate.

     All assets and liabilities of the Company must be carefully and properly
     set forth in the Company's financial records. The Company's outside
     accountants must be given full access to all information of the Company
     necessary for them to properly conduct any audit of the Company or any
     subsidiary or division of the Company.

     No Executive Officer shall conceal a mistake in the Company's financial
     reporting. All such mistakes must be fully disclosed and corrected as
     promptly as possible. Falsification of any Company record is strictly
     prohibited and will result in instant dismissal and possibly criminal
     charges being laid.

     No Executive Officer may request or be granted a loan or payroll advance
     from the Company.

     All Executive Officers must comply with all applicable securities Laws and
     the Company's Insider Trading Policy.

     The Executive Officer must strive to apply high ethical, moral, and legal
     principles in every aspect of their business dealings with other Employees,
     the public, the business community, stockholders, customers, suppliers, and
     governmental and regulatory authorities.

     All Executive Officers must avoid any activities that would involve the
     Company in any practice that is not in compliance with this code of Ethics.
     Any Executive Office who does no adhere to such standards and restrictions
     is acting outside the scope of his or her employment.

     The Company will not excuse any violation of this Code of Ethics by and
     Executive officer even if the violation was specifically requested or
     directed by another Executive Officer.

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     Only the Board or the Audit Committee can authorize a waiver of this Code
     of Ethics.

     Each Executive Officer must alert the Board or the Audit committee,
     whenever a illegal, dishonest, or unethical act is discovered or suspected
     by such Executive Officer. No Executive Officer will be penalized by the
     Company for reporting his r her discovery of such acts or for reporting
     suspicions of such acts provided that such Executive Officer is not a party
     to or responsible (alone or with others) for such acts.

     Conflicts of interests are to be avoided by the Executive Officers. A
     conflict of interest exists if an Executive Officer's actions are, or could
     reasonable appear to be, influenced, directly or indirectly, by personal
     considerations or by actual or potential personal benefit or gain. If a
     conflict of interest is unavoidable, it must be disclosed at the earliest
     opportunity. Conflicts of interests can arise with respect to financial and
     business interests, investments, relationships with suppliers, and the
     offering of prizes samples, gifts, gratuities or incentives.

     The Audit Committee has separately established procedures for the receipt
     of confidential, anonymous submissions by our Employees of concerns
     regarding questionable accounting or auditing matters.

B.   Administration of the Code of Ethics

     This Code of Ethics shall be administered as follows:

     1.   Responsibility for Administration

          The Board or the Audit Committee (the "Ethics Administrator") shall be
          responsible for interpreting and administering this Code of Ethics. In
          discharging its responsibilities, the Ethics Administrator may engage
          such agents and advisors, as it shall deem necessary or desirable,
          including but not limited to attorneys and accountants.


     2.   Scope of this Code of Ethics

          The Ethics Administrator shall periodically, in light of the
          experience of the Company, review this Code of Ethics. As it deems
          necessary, the Audit Committee shall make recommendations to the Board
          to ensure that (i) this Code of Ethics conforms to applicable law,
          (ii) this Code of Ethics meets or exceeds industry standards, and
          (iii) any weaknesses in this Code of Ethics or any other Policy of the
          Company are revealed though monitoring, auditing, and reporting
          systems are eliminated or corrected.

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     3.   Waiver or Amendment of this Code of Ethics

          The Ethics Administrator may grant a specific, limited waiver of any
          provision of this Code of Ethics if the Ethics Administrator
          determines, based on information that the Ethics Administrator deems
          credible and persuasive, that such a limited waiver is appropriate
          under the specific circumstances (and each fact situation will be a
          separate case). If the Ethics Administrator waives any provision of
          this Code of Ethics, then the Company shall make an immediate
          disclosure of such waiver in a manner permitted by applicable Law.
          This Code of Ethics may be amended only by the Board.


     4.   Monitoring and Auditing

          The information developed by the Company's independent accountants in
          performing their audit engagement on behalf of the Company by the
          Company's internal auditors in the performance of their assigned
          responsibilities shall be made available to the Ethics Administrator
          as a means of monitoring compliance with this Code of Ethics.


     5.   Reporting System

          Any suspected violation of this Code of Ethics shall be promptly
          reported to the Ethics Administrator.

     6.   Investigation of Violations

          If the Company receives information regarding an alleged violation of
          this Code of Ethics, then the Ethics Administrator shall:

               (i)   evaluate such information as to gravity and credibility;
               (ii)  if necessary, initiate and informal inquiry or a formal
                     investigation with respect thereto;
               (iii) if appropriate, prepare a written report of the results of
                     such inquiry or investigation, including recommendations as
                     to the disposition of such matter;
               (iv)  if appropriate, make the results of such inquiry or
                     investigation available to the public (including
                     disciplinary action); and
               (v)   if appropriate, recommend changes to this Code of Ethics
                     that the Ethics Administrator deems necessary or desirable
                     to prevent similar violations of this Code of Ethics.

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     7.   Disciplinary Measures

          The Ethics Administrator shall enforce this Code of Ethics through
          appropriate disciplinary actions. The Ethics Administrator shall
          determine whether violations of this Code of Ethics have occurred and,
          if so, shall determine the disciplinary actions to be taken against
          any Executive Officer who has violated this Code of Ethics.

          The disciplinary actions available to the Ethics Administrator include
          counseling, oral or written reprimands, warnings, probations or
          suspensions (with or without pay), demotions, reductions in salary,
          terminations of employment and restitution.

          The jurisdiction of the Ethics Administrator shall include, in
          addition to the Executive Officer that violate this Code of Ethics,
          any other Employee involved in the wrongdoing such as (i) persons who
          fail to use reasonable care to detect a violation and (ii) persons who
          were requested to divulge information about a suspected violation of
          this Code of Ethics, but withheld material information regarding a
          suspected violation.

          Approved:


          Board of Directors
          November 4, 2003