CNH GLOBAL N.V.
CORPORATE COMMUNICATIONS POLICY 

1. GENERAL PRINCIPLES

As a publically traded company on the New York Stock Exchange (NYSE:CNH), CNH Global N.V. (the "Company") must be prudent when communicating information externally. Moreover, CNH’s reputation is one of the Company's key assets which contributes to its business success. For these reasons, the following principles apply:

• The release of information to external audiences must be managed in order to:  (a) comply with legal requirements and (b) avoid disclosure of material or non-public data (as defined in section 4 below) that could impact the Company’s competitive positioning, or lead to legal liability for CNH or its officials (under Section 10(b) of, and Rule 10b-5 under, the Securities Exchange Act of 1934, as amended (the "Exchange Act")).
• Communicating to external audiences in a coordinated manner is critical to CNH’s business success, and therefore, must only be undertaken by designated authorized “spokespeople” within the Company (i.e. Corporate Communications, Investor Relations, CNH Executives).
• Communication must be consistent across the Company and functions worldwide and aligned with Company policies and data/information that have been officially released through CNH’s major communication channels (press releases, CNH website, legal filings, etc.).  With the goal of presenting a unified Company image, it is imperative that CNH avoid issuing communications that are inconsistent or that present contradictory representations of the Company and its position.

2. SCOPE

This policy applies to all CNH employees worldwide.

3. COMMUNICATION RULES

As a general rule, CNH employees should not disclose any nonpublic or material information or communicate externally about or on behalf of the Company. When communication is necessary, employees should seek prior approval from Corporate Communications or Investor Relations.

3.1 Communication with the Media

All media requests must be directed immediately to Corporate Communications, or to those responsible for Communications within each brand, business or country. These may include formal requests for interviews, as well as inquiries, and relate to all media, including TV/Radio, newspapers, magazines, local/national and trade media and internet sites. It is the duty of Corporate Communications, or those responsible for communications for a specific brand, business or country, to respond to the request on behalf of CNH, or to otherwise assist in identifying the appropriate person from the Company to handle the response.

3.1.1 Press Releases

Should a Company message be communicated by means of a press release to the general public, Corporate Communications should always be involved prior to its distribution for support and guidance in the related process.

The following steps are to be followed:

1. The release is to be drafted using the standard template
2. Issuance of the release is to be approved by CNH Corporate Communications/Legal/Investor Relations, with the involvement of other functions as appropriate
3. If a press release mentions or is a joint press release with a third party, preliminary internal review and approval shall occur prior to external/third party review

For brand press releases addressed to trade media, Brand Communications personnel should be contacted.

3.2  Company Spokespeople

Communication with external audiences is organized as follows:

• Communication with the media is solely managed by
• Corporate Communications staff (generalist media)
• Brand Communications staff (trade media)

No employee is permitted to communicate with the media without the approval of CNH Corporate Communications, Brand Communications, or Regional communicators with responsibilities for communicating externally.

• CNH Corporate Communications or Brand/Business/Country Communications representatives may at times ask persons other than those with communications responsibilities to serve as company spokespeople. The communication professionals  will provide them with the necessary preparation and materials, and may also attend the subsequent interviews. Designated spokespeople should not comment on matters other than those agreed upon with Communication professionals.

If CNH executives are requested to speak on behalf of the Company, they will be supported by either Corporate Communications, Brand/Business/Country communication representatives or Investor Relations professionals, who will provide the necessary preparation and materials, as well as coordinate and or attend any subsequent interviews or meetings.

Brand and Business presidents and their designated spokespeople are authorized to comment on their Brand’s or Business’s activities, but should refrain from commenting on CNH as a whole, unless otherwise directed.

• Communication with financial analysts and the investor community is managed by the Investor Relations department. The Investor Relations function is responsible for CNH’s communication with financial analysts, investment banks, investors and similar groups. Other than the Chairman of the Board, CEO, Chief Financial Officer and Investor Relations management, no CNH employee may speak to the investment community on behalf of CNH without prior approval by the Investor Relations team. Employees should direct to Investor Relations all requests to present to the investment community.

4. SENSITIVE INFORMATION

The dissemination of nonpublic or material information to external audiences can impact the Company’s competitive positioning, or lead to legal liability for CNH or its officials.

4.1 “Nonpublic Information”

"Nonpublic information" is any information that has not been disclosed to, and absorbed by, the marketplace.  Thus, all information about the Company that is not yet in general public circulation outside the Company should be considered nonpublic.

4.2 “Material Information”

“Material information” is any nonpublic information that a reasonable investor would consider important in a decision to buy, hold or sell a security. In short, material information is any information or important development that could reasonably affect the business or financial condition of an issuer of stock, public debt or other securities or the market price of its security.  By way of example, it is probable that the following information in most circumstances would be deemed material:

• earnings reports, estimates or projections;
• an actual change in earnings or in forecasted earnings that is higher or lower than the forecast;
• award of a significant supply contract;
• capital expenditure projections;
• decrease or increase in dividend rate;
• significant acquisition or disposition of assets or businesses;
• formation of a joint venture or merger;
• significant labor problems;
• discovery of a new invention or development of a new product;
• proposal to offer additional securities;
• incurrence of significant new indebtedness;
• significant change in management;
• changes to the Board of Directors;
• proposed tender offer for another company's securities;
• significant litigation or government investigations;
• major marketing changes; and
• future company strategies.

If a disclosure becomes the subject of scrutiny, the U.S. Securities and Exchange Commission (“SEC”) and others will decide what is material after the fact.  As a result, it is important to carefully consider how regulators and others might view the disclosure in hindsight.

4.2.1 Notification when releasing Material Information

As a publically traded company on the New York Stock Exchange (NYSE), CNH must comply with the regulations established by the SEC, the primary overseer and regulator of the U.S. securities markets. All press releases and other documents containing material information should be filed with the SEC (and, in certain instances, provided to the NYSE in advance of their release).

• Securities and Exchange Commission (SEC)

CNH complies with regulations established by the SEC by filing, among other things:

• Form 6-K,  for press releases the Company issues
• Form 20-F, disclosure of CNH’s annual report
• Form S-8, to authorize the issuance of new shares under the equity compensation plans

• New York Stock Exchange (NYSE)

In certain instance, when distributing material information, the NYSE must receive notification via telephone or email 10 minutes prior to its release to the general public.

CNH is obligated to notify the NYSE of, among other things, updates regarding its annual general meeting of shareholders, dividend declarations and changes to executives and/or board members.

4.3 Other Sensitive Information

Certain information shared widely within the Company cannot be shared outside the Company, as it would impact the Company’s competitive positioning. This includes:

• production volumes or production costs
• forecasts of future production, or future revenues, future market share growth, or any numbers or amounts concerning the future that are not included in the most recent quarterly results press release and analysts’ conference call slides
• information regarding planned future investments
• information about the Company’s future product strategy and future product launches
• past, present or future margins on products
• differentiation levels between products of a similar platform
• percentages of CNH growth or decline when talking about industry trends
• sales and market share data (see point 4.3.1 below)

4.3.1 Sales and Market Share data

In some countries, there are legal restrictions or prohibitions with respect to market competitors sharing or exchanging sales and market share data.

For example, in Europe, the competition laws of the European Commission generally prohibit market competitors from publishing and exchanging unit sales volumes of products and market share numbers that are more recent than 12 months old.  For questions, please consult with your internal Legal Department representative.

4.4 Financial Information

CNH presents financial information four times a year through its quarterly earnings reports and communicates financial data for the entire company.  Employees should never break down or otherwise provide financial data by any other than the segments already established in the CNH official publications and materials.

4.5 Information on Fiat Industrial

CNH employees are not authorized to comment on Fiat Industrial’s activities or intentions. Requests for information on CNH’s parent company can be referred to the Fiat Industrial Corporate Communications contacts, or to the company website www.fiatindustrial.com.

4.6  Information on Competitors

CNH does not comment on its competitors’ data (market share, production, etc.). This includes written or spoken communication.

It is strictly prohibited to make negative comments, or to speculate about a competitor’s strategy, results or future plans.

4.7 Updating Information

Information included in a press release is considered valid as of the date of its release. CNH undertakes no obligation to update the information, even if changes occur.

Employees should never update the information in the press release or confirm its validity; such data should always be quoted as valid as of the date of the release.

Requests for updates should be referred to CNH Corporate Communications.

4.8 Selective Disclosure and Omission of Material Facts

4.8.1 Selective Disclosure

Selective disclosure is the release of certain nonpublic information only to a select group or individual.

Management, or other members of the Company who interact with external audiences, may not disclose to selective audiences material and nonpublic information without simultaneously disseminating the same information to all others and to the public at large.

Disclosure only to a particular individual or group, allowing that person or group to make investment decisions on the basis of information superior in quantity or quality to that generally available to the public, would qualify as "tipping" and would violate insider trading laws.

Evidence of favored treatment given to a particular person or group may be drawn not only from the timing of the disclosure but also from the frequency of granting interviews.

4.8.2 Avoiding Selective Disclosure

In order to avoid selective disclosures, press releases and presentations to analysts will be scripted by the Company's officials and reviewed by the Company's lawyers prior to releases and conferences and the process and scope of distribution will be approved by CNH Corporate Communications, Investor Relations, and the Legal Department.

The responsibility for such presentations will be placed upon a limited number of officials within the Company.

Any anticipated sensitive issue shall be banned from discussion by stating at the beginning of the presentation that the corporate official is not at liberty to discuss it.  A "no comment" position is permissible.

Less formal communications with the analysts will be conducted according to procedures established by the Corporate Communications and Investor Relations functions, which will be intended to reduce the likelihood of inadvertent disclosures.

4.8.3  Misleading Material Statements – Omission of Material Facts

“Omission of a Material Fact”, as broadly characterized under Rule 10b of the Securities Exchange Act, can occur if:

• a member of the Company issues an incorrect statement, as a result of not performing proper due diligence;
• the Company fosters a mistaken belief by communicating important information in an unbalanced fashion (i.e. regularly reporting good news while withholding bad news of similar importance).

All communications must be carefully drafted and reviewed to avoid the omission of a material fact.  All communications must be accurate, complete, and balanced in their presentation of applicable information.

4.8.4  Subsequent Measures

If, notwithstanding precautions, an unintentional disclosure of material and nonpublic information has occurred, the Company policy shall be as follows:

• a press release concerning the selectively disclosed information will be promptly prepared and disseminated; that is, within twenty-four (24) hours or before the commencement of the next day's trading on the NYSE;
• the selective audience will be immediately requested to refrain from using the information and to keep it confidential.

The NYSE requires listed companies to promptly and publicly release material information that has been inadvertently leaked to analysts or to any other selective audience and offer explicit information regarding such information releases. Therefore, it shall also be the Company policy to promptly and fully inform the NYSE in the event of a non-intentional leak and, if need be, to discuss the possibility of halting the trading of the Company's securities, pending the dissemination of the press release.

5. SOURCES OF OFFICIAL CNH DATA

In general, material and other non public information will be considered to be publicly available when it is widely known to the investing public and the public has had a chance to absorb the information and act upon it.

CNH officially releases data to the public through a variety of means:

• CNH Facts and Figures
• CNH Corporate Brochure
• CNH Corporate Presentation
• CNH by the Numbers Video
• www.cnh.com (Media and Investor Relations websites)
• SEC 20-F and other fillings
• CNH Fact Sheet
• Press Releases

Those who refer to information publically released by the Company must make sure that the messages communicated are strictly aligned with the official source in order to avoid any distortion in its transmission.

6. INSIDER TRADING

The U.S. securities laws prohibit individuals who possess material, nonpublic information concerning a company from:

• trading in the company’s securities while they are in possession of the material, nonpublic information;
• passing said sensitive information on to others (this is referred to as “tipping”);
• purchasing or selling securities of any other company (for example, Fiat Industrial S.p.A.) if any material and nonpublic information has been gleaned through the insider’s role, responsibilities, or affiliation with the company.

Such actions are referred to as “insider trading”.  “Insider trading” and “tipping” can result in a governmental investigation of the individual as well as the Company and can result in material fines and even imprisonment of convicted individuals.

Under such securities laws, “Insiders” are defined as including:

• Directors and officers of the company;
• Employees of the company; and
• Members of the households and immediate family members of the persons listed above.

CNH is considered a “foreign private issuer” under U.S. securities laws (CNH Global N.V. is a Dutch corporation controlled by Fiat Industrial S.p.A.), therefore, the U.S. insider trading laws are enforceable against CNH and its subsidiaries and their directors, officers and employees.

CNH Insiders are specifically prohibited from:

• Disclosing any material, nonpublic information unless authorized to do so for Company-related reasons;
• Purchasing or selling securities of CNH or any other company (including Fiat Industrial) if at the time such insiders are in possession of any material, nonpublic information regarding CNH or such other company;
• Passing along or “tipping” material nonpublic information to others, including family members, who may use such information as the basis for trading in the Company’s or such other company’s securities.

6.1 Blackout Periods

A “regular blackout period”, as defined by the Company’s Insider Trading Policy, is the period commencing two weeks prior to the official end date of the quarter and ending two business days after the earnings release date for the quarter. During such blackout periods, “insiders” (i.e. directors, officers, employees, family members, etc.) are prohibited from trading in CNH securities.  In the event of a material transaction or event, the Company may implement a “special blackout period”, notice and the details of which would be distributed by Corporate Communications.

6.2 Quiet Periods

At the end of each quarter, the Company will observe a “quiet period” with respect to communication with the investment community commencing at the close of the quarter.  During this quiet period, the Company, including any employees of the Company, will refrain from providing any information and guidance on matters potentially impacting earnings outlooks.  Similar quiet periods may apply prior to the issuance of public debt or the sale of securities by the Company.

7.  USE OF THE CNH LOGO

Permission to use the CNH and/or brand logos by external parties must be approved by Corporate Communications and CNH’s Legal Intellectual Property department in North America. Permission to use trademark rights will not be given to third parties without evaluating the possible consequences of permitted use by others and the effect such use may have on the ownership, enforceability, and maintenance of the Company’s registered trademark rights.

External parties who are granted usage of one of CNH’s trademarks may be required to sign a limited license agreement, dependent upon an evaluation undertaken by CNH’s Corporate Communications function and the Legal Intellectual Property department.

CNH does not generally grant permission to use its trademark to companies, of which the Company is a client, whose intentions are to use the trademark as an advertisement for their material gain.

CNH may grant permission for one time requests or limited quantities for non-profit or educational uses.

8. INTERNET COMMUNICATION

Employees are prohibited from publishing information on behalf of CNH or from disclosing nonpublic or material information regarding any aspect of the Company’s business on the Internet unless otherwise authorized.  Publication on the Internet includes, but is not limited to, social media sites (Facebook, Google+, Twitter, LinkedIn etc.), chat rooms, bulletin boards, blogs and wikis.

Information about CNH posted on the Internet by employees or other parties is not to be considered data made publicly available by the Company or otherwise attributable to the Company.

Employee disclosure of non-public information about CNH through the Internet could result in prosecution and dismissal for the individual and force the Company to issue a press release either confirming or correcting the statements.

9.  VIOLATION OF POLICY

Violation of this Policy (even if unintentional) can have material adverse consequences on the Company as well as the individual(s) involved.  Accordingly, violations of this policy will result in discipline up to and including termination of employment.  In addition, violations of this policy may also constitute violations of applicable law which could result in civil or criminal prosecution by governmental authorities.