Exhibit 11.1
 HOME INNS & HOTELS MANAGEMENT INC.
CODE OF BUSINESS CONDUCT AND ETHICS




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Purpose
 Code Company
  
    
    honest and ethical conduct, including the ethical handling of actual or apparent
conflicts of interest between personal and professional relationships;
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    full, fair, accurate, timely, and understandable disclosure in reports and documents
that the Company will file with, or submit to, the U.S. Securities and Exchange
Commission (the SEC) and in other public communications made by the Company;
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    compliance with applicable governmental laws, rules and regulations;
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    prompt
internal reporting of violations of the Code; and
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    accountability for
adherence to the Code.
 Applicability
 employees senior officer senior officers
 Board
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Conflicts of Interest
 Identifying Conflicts of Interest
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    Competing Business. No employee may be concurrently employed by a business
that competes with the Company or deprives it of any business.
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    Corporate Opportunity. No employee should use corporate property,
information or his or her position with the Company to secure a business opportunity
that would otherwise be available to the Company. If you discover a business
opportunity that is in the Companys line of business, through the use of the
Companys property, information or position, you must first present the business
opportunity to the Company before pursuing the opportunity in your individual
capacity.
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    Financial Interests.
 (i)
    
    No employee may have any financial interest (ownership or otherwise), either
directly or indirectly through a spouse or other family member, in any other business
entity if such financial interest adversely affects the employees performance of
duties or responsibilities to the Company, or requires the employee to devote certain
time during such employees working hours at the Company;
 (ii)
    
    No employee may hold any ownership interest in a privately-held company that is
in competition with the Company;
 (iii)
    
    An employee may hold up to but no more than 5% ownership interest in a publicly
traded company that is in competition with the Company;
 (iv)
    
    No employee may hold any ownership interest in a company that has a business
relationship with the Company if such employees duties at the Company include
managing or supervising the Companys business relations with that company
 If an employees ownership interest in a business entity described in clause (iii)
above increases to more than 5%, the employee must immediately report such ownership
to the Compliance Officer.
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    Loans or Other Financial
Transactions. No employee may obtain loans or
guarantees of personal obligations from, or enter into any other personal financial
transaction with, any company that is a material customer, supplier or competitor of
the Company. This guideline does not prohibit arms-length transactions with
recognized banks or other financial institutions.
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    Service on Boards and
Committees. No employee should serve on a board of
directors or trustees or on a committee of any entity (whether profit or
not-for-profit) whose interests reasonably could be expected to conflict with those
of the Company. Employees must obtain prior approval from the Board before
accepting any such board or committee position. The Company may revisit its
approval of any such position at any time to determine whether service in such
position is still appropriate.
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    Is it legal?
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    Is it honest and fair?
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    Is it in the best interests of the Company?
 Disclosure of Conflicts of Interest
  Principles of handling relationships with interested related parties
  Family Members and Work
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Gifts and Entertainment
     Protection and Use of Company Assets
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    Exercise reasonable care to prevent theft, damage or misuse of Company
property;
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    Promptly report the actual or suspected theft, damage or misuse of Company
property;
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    Safeguard all electronic programs, data, communications and written
materials from inadvertent access by others; and
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    Use Company property only for legitimate business purposes.
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Intellectual Property and Confidentiality
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    All inventions, creative works, computer software, and technical or trade
secrets developed by an employee in the course of performing the employees duties
or primarily through the use of the Companys materials and technical resources
while working at the Company, shall be the property of the Company.
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    The Company maintains a strict confidentiality policy. All information of
customers, suppliers and other parties acquired during business should be kept
confidential. During an employees term of employment, the employee shall comply
with any and all written or unwritten rules and policies concerning confidentiality
and shall fulfill the duties and responsibilities concerning confidentiality
applicable to the employee.
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    In addition to fulfilling the responsibilities associated with his position
in the Company, an employee shall not, without first obtaining approval from the
Company, disclose, announce or publish trade secrets or other confidential business
information of the Company, nor shall an employee use such confidential information
outside the course of his duties to the Company.
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    Even outside the work environment, an employee must maintain vigilance and
refrain from disclosing important information regarding the Company or its business,
customers or employees.
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    An employees duty of confidentiality with respect to the confidential
information of the Company survives the termination of such employees employment
with the Company for any reason until such time as the Company discloses such
information publicly or the information otherwise becomes available in the public
sphere through no fault of the employee.
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    Upon termination of employment, or at such time as the Company requests, an
employee must return to the Company all of its property without exception, including
all forms of medium containing confidential information, and may not retain
duplicate materials.
 Accuracy of Financial Reports and Other Public Communications
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    Financial results that seem inconsistent with the performance of the
underlying business;
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    Transactions that do not seem to have an obvious business purpose; and
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    Requests to circumvent ordinary review and approval procedures.
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Company Records
   Compliance with Laws and Regulations
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Violations of the Code
     Effectiveness and Amendment of the Code
   Waivers of the Code
  Conclusion
   8