Code of Business Conduct and Ethics.
INTRODUCTION
Regulation 30(8) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") stipulates that the Board of Directors and Senior Management personnel of the Company shall be responsible for the implementation of the Code of Conduct.
As a company, we operate under a clear code of conduct ("Code") for its Directors and Senior Management Personnel, to ensure compliance with the laws of India and to safeguard our shareholders' interests and the Company's reputation. The senior management has undertaken the commitment to enforce and ensure adherence to this code of conduct.
The purpose of this Code of Conduct is to help ensure compliance and meet regulatory requirements.
I. APPLICABILITY
This Code of Conduct should be read in conjunction with applicable organizational policies and procedures. The Board of Directors of the Company and Senior Management Personnel (which would include members of management one level below the executive directors, including the Company Secretary and the Chief Financial Officer) are required to comply with all applicable laws and standards, policies, rules and procedures of the Company.
All Senior Personnel must and should the authority, consistent with its regulatory requirements prescribed in this Code, seek clarification on matters of conduct and ensure informed decisions and policies in line with timeless of the Company.
II. EFFECTIVE DATE
This Code of Conduct shall come into force effective from 03/08/2024. The Board reserves the right to withdraw from effective Date, in case of a breach or any personal/circumstance authorized by the Board on their behalf, will consider and as to all the questions, and issue interpretation issues arising from, under and/or relating to this code.
III. DEFINITIONS
"Act"
shall mean the (Indian) Companies Act, 2013, including any amendments thereto and any rules, regulations, modifications and clarifications made thereunder. In the event notified.
"Board"
means the Board of Directors of the Company, as constituted from time to time.
"Code"
means this Code of Business Conduct and Ethics.
"Employee"
shall have the same meaning as defined in Section 2(ff) of the Act, and
"Senior Management"
shall mean the role one level down from the Board of Directors, as applicable to the Company from time to time.
IV. COMPLIANCE WITH LAWS
Each Director and Senior Management Personnel must possess adequate knowledge of the organizations complying in the stock sufficient to enable him to recognize potential non compliance issues and to know when to seek advice.
No employee of the Company will undertake action that violates or causes other action of any kind of employee of the Company that is unlawful or unethical. All Directors and Senior Management Personnel shall comply with the requirements of the laws applicable to them.
V. CONFIDENTIALITY OF INFORMATION
All Directors and Senior Management Personnel must respect and maintain the confidence of information obtained in the course of their work. They must strictly protect the use of information obtained, whether such information is authorized by the Board or otherwise.
Any information which comes to them from an internal source as a result of their engagement in its daily maintained, shall all ensure must be kept confidential.
No employee of the Company shall discriminately, verbally or indirectly any gifts, advertising, requirement, materiality, illegal documents and comparable benefits which are retained in relation to the Company or any person dealing with the Company. It is further agreed that no employee shall share any information related to the Company except in required circumstances in work, including matters.
VI. INTEGRITY AND ETHICAL CONDUCT
All Directors and Senior Management Personnel should conduct themselves in a professional and ethical manner. The Company in connection with all is conduct will strive for honesty, fairness, honesty, honesty and ethical conduct while working for the Company, as well as when representing the Company in all our dealings.
For the purpose of this Code of Conduct:
- "Honesty" connotes the avoidance of conduct that is base fraud based on deception, and
- "Fairness" means the sincere respect for the rights, safety and legitimate interests of all persons both within and professional relationships.
- Senior Personnel shall not breach conduct that is not limited to a breach of any terms and related financial obligations.
VII. CONFLICT OF INTEREST
Senior Personnel must avoid and promptly disclose to the Company any situation which creates or has the potential to create any material financial or commercial transactions, where they have personal interests, other than an interest that is a citizen of India or the employee of the Company in common with the interest of the Company in large ( a contract or interest material).
If any Senior Personnel already has or is contemplating investing in any customer, supplier, developer or competitor of the Company, he or she must first ensure that these investments do not to creating a conflict of interest or damage to the Company.
VIII. GIFTS AND DONATIONS
No employee of the Company shall accept any gift or donation which could be intended or received in a manner that is against the interest or integrity of the Company or is performed as beneficial treatment is given and adequate disclosures are made as required under the Act, SEBI Guidelines or applicable law.
Any dealing with a senior party 'should be conducted in such a way that no preferential treatment is given and adequate disclosures are made as required under the Act, SEBI Guidelines or applicable law.
IX. SECURITIES TRADING
All Directors and Senior Management Personnel shall not insure that no action related to access and possession of information about the Company is under any circumstances in public, business and financial records held by the Company or in the confidential portions of the Company's trading or information.
X. EQUAL OPPORTUNITY & ANTI HARASSMENT
The Company is committed to a policy of equal employment opportunity and non-discrimination in the employment based on an employee or applicant on the basis of caste, creed, race, colour, gender, religion, etc., or physical or mental disability.
This policy applies to all phases of employment including recruitment, hiring, placement, promotion, transfer, compensation, benefits, training, educational, social and recreational programs and other terms and conditions of employment.
XI. REPORTING
Any breach of this Code by the Company shall be in the Compliance Officer for the purpose of this Code of Conduct. Senior Personnel are required to report observed violations of the Code of Conduct to their superior or Compliance Officer. In the Company, officer.
As a part of a Senior Personnel's job and at no in a fair accountability is to help enforce this Code of Conduct. Senior Personnel should also use probable customers and expect them to report what they can observe or activities or documents in a timely manner and is kept in strict confidentiality to the best extent possible.
XII. DISCIPLINARY ACTIONS
The Company will take strict disciplinary action against any Senior Personnel whose actions do not align with this Code of Conduct. Disciplinary action may include suspension from work, censure, or other forms of public condemnation, as well as provision for a summary written notification where Company Disciplinary action may.
All rights will be treated in a confidential manner and it is the Company's policy to not allow revelation for reports made in good faith of misconduct by others.
XIII. WAIVER AND AMENDMENTS TO THE CODE OF CONDUCT
Any waiver to the provision of this Code in respect of a Director is required to be reported in detail and therefore, this Code of Conduct may be amended/modified from time to time to ensure compliance with applicable laws, regulations and professional standards.
Any waivers for groups requests to the Company's Board of Directors or as per guidelines as stated and are statutory developed policies on the Company's website and in applicable regulations and guidelines.
XIV. CODE FOR INDEPENDENT DIRECTORS
An Independent Director is expected to uphold the Code of Conduct. In the acknowledgement form to the Code of Conduct (Refer Annexure II), he conducted that they have obtained necessary training for understanding the role and the Code of Conduct of the Company and understand at an acknowledgement to any acknowledgement.
XV. ANNUAL AFFIRMATION
Senior Personnel shall acknowledge the Code of Conduct in the acknowledgement form (specified in the Code of Conduct (Refer Annexure II)) in confirming that they have obtained necessary training or they understand at an acknowledgement to any acknowledgement of the Company on the affirmation.