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CODE OF CONDUCT FOR DIRECTORS AND SENIOR
MANAGEMENT
INTRODUCTION
This Code of Conduct (Code) for Board
Members (Directors) and Senior Management Team
of the Company is to set the standards of
conduct for Directors and Senior Management Team
intended to guide them in performance of their
duties and responsibilities to ensure compliance
of law and to ensure standards of business
ethics.
The code is applicable to the following
persons :
¨ All the members of the Board of Directors of the
Company.
¨
All the members of Senior Management Team of
the Company.
Senior Management Team shall mean and include :
Personnel of the Company who are members of the
Core Management Team, excluding Board of
Directors, who are one level below the Managing
Director including all functional heads.
All Directors and Senior Management Team work
for the Company to discharge their role, duties
and responsibilities assigned to them on an
individual and group basis as per requirements
of their assignment from time to time.
This document of Code of Conduct has been
approved by Board with view that the same would
help all Directors and Senior Management Team to
perform in accordance with the Company’s
business goals and plans as well as in
accordance with the laws, rules and regulations
of the Country and other countries where Company
does business.
CODE OF CONDUCT
1. Directors and Senior Management Team shall
adhere to all applicable laws, rules and
regulations
in discharge of their duties.
2. Directors and Senior Management Team shall avoid
conflict of interest between personal interest
and the interest of the Company. Where such
situation is unavoidable, they shall disclose
the
same to Managing Director in case of Senior
Management and to the Board in case of
Director.
3. Directors and Senior Management Team shall at
all times discharge their responsibilities in
order
to ensure that there is full and fair
disclosure as required by law, in the Accounts
Maintained and
presented by the Company.
4. Directors and Senior Management Team shall act
in accordance with the highest standards of
personal and professional integrity, honesty and
ethical conduct while working or representing
the
Company.
5. Directors and Senior Management Team shall
maintain the confidentiality of information
except
where the disclosure is approved by the
Company or the same is as per requirements of
law.
6. Directors and Senior Management Team shall not
engage in any kind of insider trading by virtue
of
access to the Company’s information and its
working.
7.
Directors and Senior Management Team shall
endeavor to protect and safeguard all the
Company’s assets and equipments form any misuse
or damage and shall also ensure proper use
of
Company’s funds.
8.
Directors and Senior Management Team shall not
supress from the Company any material fact
which
can be detrimental to the interest of the
Company.
9.
Directors and Senior Management Team shall
ensure maintenance of healthy and safe work
environment in the Company.
10.
Directors and Senior Management Team shall avoid
discrimination and harassment on the basis of
caste, race, religion and gender.
11. Directors and Senior Management Team shall
contribute towards taking complete and proper
care
of the external environment and shall
conserve the resources for a proper ecological
balance.
12. Directors and Senior Management Team should not
exploit opportunities arising out of the place
of
work or in course of work, for personal
gains.
13. Directors and Senior Management Team shall
ensure that no statement is given to media
without
authorisation by the appropriate
authority of the Company.
14.
Directors and Senior Management Team shall
report to the Chairman of the Board about
material
suspected voilation that comes to his
knowledge.
15. This code shall come into force with immediate
effect.
On Behalf of the Board
Chairman & Managing Director
Dated : 6th Jan'2006 |
