Exhibit 14.1

SOLERA NATIONAL BANCORP INC    SOLERA NATIONAL BANK    CONFLICT OF INTEREST AND  CODE OF ETHICS  POLICY    APRIL 2007

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I.     Foreword

In return for the compensation and privileges associated with their position, every director, officer and employee of Solera National Bancorp, Inc. and its
subsidiaries and affiliates, hereinafter collectively referred to as the "Company", owe the Company a duty of proper deportment in regard to all aspects of their association with the Company. This
policy is intended to provide guidance to all individuals with a director, officer or employee relationship with the Company, such individuals hereinafter referred to as "Associates", as to acceptable
fulfillment of the duty owed to the Company by its Associates.

The
behavior and demeanor of an Associate while performing duties of their employment with the Company is of primary importance. No actions that compromise the Company's integrity or
reflect negatively on the Company should be in evidence at any time.

It
needs to be recognized that it is not the purpose of the Company to regulate the private lives of its Associates. The private lives of Associates, however, are surrounded by and
commingled with their employment by the Company and any behavior or actions in an Associate's private life which compromises the integrity of the Company or reflects negatively on the Company is a
failure to exercise required care in fulfilling an Associate's duty owed to the Company.

Conflicts
of interest exist at all times and are not present only during the time an Associate is performing official duties for the Company. An Associate must guard at all times, both
while performing the responsibilities of employment with the Company and while undertaking personal activities unrelated to their employment, against creating even the impression of impropriety or
conflict of interest.

II.    Confidential Information

All information obtained directly or indirectly as a result of an Associate's employment is strictly the intellectual property of the Company. The sole use of
such information shall be limited to the furthering the proper conduct of the Company's business. Except in fulfilling the legitimate requirements of an Associate's employment, no such information
shall be transmitted to any other individual or entity. No Associate shall make use of any such information to profit personally or to further a private or personal purpose.

III.  Employment Conflicts

No Associate shall at any time or to any degree represent the Company in the normal course of fulfilling such Associate's employment duties in a case where such
Associate has any personal connection to the transaction being conducted. The foregoing precludes an Associate from dealing with any member of their family, any business, organization or person or
entity in which such Associate has a material interest or ownership while undertaking the duties of such Associate's employment.

IV.    Public Disclosures

The Company and all of its Associates shall make its and their best efforts to provide full, fair, accurate, timely and understandable public disclosure about the
affairs of the Company. The Company shall make its best efforts to cause all financial and other reporting to regulatory agencies to be prepared in a full and fair manner; to be filed or reported in a
timely manner and to be understandable for the purpose intended. No individual public disclosure by any individual Associate is authorized. All public disclosure of Company information shall be made
through the formal processes of the Company.

V.     Personal Investments

No Associate shall engage in any investment transaction, or enable others to do so, as a result of information obtained directly or indirectly from such
Associate's employment with the Company. Such "Insider Information" is broadly defined as any information that is not currently available to the

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general
public that might affect the investment decision of a person, entity, organization or business or cause a reasonable person to buy, sell or hold an investment.

VI.   Outside Employment (excepting directors only)

Employment by Associates outside of the Company is not prohibited nor encouraged. An Associate undertaking such employment brings rise to very specific
considerations by such Associate:



VII. Private Deportment

Individually, and as a part of the whole, each Associate represents the image of the Company in every encounter with customers or potential customers of the
Company and the public in general.

Such
representation is a full time responsibility. Antisocial, disruptive or discourteous behavior by an Associate shall be considered unacceptable conduct regardless of the timing or
situation.

Associates
shall not flagrantly or consistently conduct themselves in private social situations in a manner that reflects badly on, brings discredit to, or adversely affects the Company.

No
Associate shall make any statement or conduct themselves in a manner that implies sponsorship or support of any private behavior or actions of the Associate by the Company.

VIII.  Solicitation or Acceptance of Compensation or Gratuities

No Associate shall solicit or accept any item of material value from any person or entity in connection with or contemporaneously with any transaction or business
of the Company.

The
Crime Control Act of 1984, Title 18 U.S.C. Section 215 stipulates that it is a felony for any person associated with a bank or bank holding company to seek or accept anything
of value from any person or entity in connection with any transaction or business of such bank or holding company with which they are associated.

Such statute provides:



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The statute has exceptions to the above that include the following:



Other
circumstances not identified above may be acceptable. Each Associate has a duty to consider not only the letter of the above, but the spirit. It shall be the responsibility of each
Associate to make a full disclosure to the Company of the relevant facts of any situation which, considering the above, raises any question. Such disclosure shall be in writing with copies furnished
to the Associate's supervisor and the Human Relations Department, or in the case of directors to the President. The Human Resources
Department shall maintain a copy of each disclosure in each Associate's file, together with the disposition of the disclosure by the Company.

IX.   Deportment on the Job and General Conditions by Officers and

Employees

While on the job, each Associate shall conduct themselves in accordance with the highest standards of social and interpersonal behavior. It is not enough to meet
the letter and spirit of this policy in a technical sense. It is necessary to avoid any appearance or suspicion of any failure to comply with this policy and to proactively encourage other Associates
to also comply. If an Associate becomes aware of another Associate violating or appearing to violate this policy, the Associate has a duty to notify Company management about such matter.

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X.    Violations of this Policy

Any violations or appearance of violating this policy shall be reported to one or more of the following:

Violations
of this policy are grounds for disciplinary action, including dismissal. In situations where infractions of this policy may have violated federal or state law, such
violation(s) will be referred to the appropriate law enforcement agencies.

XI.   Policy Acknowledgment

This Policy will be acknowledged by every new director, officer and employee of the Company before they start performing duties for the Company. This Policy will
be reviewed and the acknowledgment re-signed on the 3rd year anniversary of the first signing. Signed acknowledgment will be retained in personal files in a
centralized location.

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ACKNOWLEDGEMENT

I acknowledge that I have read the Conflict of Interest and Code of Ethics Policy, pertaining to all directors, officers or employees regarding the Company's
policy on standards for behavior and demeanor while performing duties for the Company. I agree to abide by the policy in the future. I will consult with my supervisor, or another person designated by
the Company if I have questions with respect to the policy.

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