The aim of this paper is to explain the essence and significance of ethics and integrity, the problems of their management and evaluation as elements of control/internal environment, as well as the whole internal control system, risks management and corporate governance. The author emphasizes that if ethics and integrity are not properly understood and incorporated in control environment, it eventually leads to the collapse of the whole business system. On the contrary, if they permeate the organizational corporate culture, ethics and integrity become the key of its sustainable and long-term success. Regarding the role of auditing profession, especially internal auditing, it is very important to understand the criteria of ethics and integrity as they are the basis for their evaluation and the evaluation of the whole internal control system. However the main issue concerning the ethics’ and integrity’s management relates to the ‘tone on top’. Top leaders convey the message on ethics’ and integrity’s importance and certain way of behavior. Without stressing the significance of ethic and integrity by top management – through their own example, it is difficult to expect them to be something else but the mere noble idea and the mean of meeting the formal requirements of ‘good corporate governance’.