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| 1. CODE OF BUSINESS CONDUCT & ETHICS |
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| The Business code and Ethics herein after referred as (‘the Code’) is applicable to all the Directors, both whole time and non whole time directors and the employees, who are or may from time to time be treated by virtue of their position and role in the company, as the members of Senior Management.National interest |
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| The company shall be committed to the socio economic benefit and development of the countries in which it operates. The Company shall conduct its business affairs in prudent business policy and in the interest of all its Stakeholders and nation. |
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| 2. Financial reporting and records |
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| The company shall prepare and maintain proper books of accounts fairly and accurately in accordance with and in compliance with applicable accounting and financial reporting standards, guidelines, principles, laws and regulations applicable from time to time. |
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| Internal accounting and audit procedures shall adequately reflect all of the company's business transactions. All required information shall be accessible to company auditors and other authorised parties and government agencies. There shall be no willful omissions of any company transactions from the books and records, no advance income recognition, and no hidden bank account and funds. |
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| Any willful material misrepresentation of and/or misinformation on the financial accounts and reports shall be regarded as a violation of this code, apart from inviting appropriate civil or criminal action under the relevant laws. Competition |
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| The company shall always try to strive fully for marketing of its product and services in fair and competitive manner and shall support for open and liberalized economy judiciously. The Company will never use any false and misleading information which will go against the competition except collection and use of competitive information in the normal course of business which shall be obtained only through legally permitted sources and means. Equal-opportunities employer |
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| The company shall provide equal opportunities to all its employees and all qualified applicants for employment, without regard to their race, caste, religion, colour, ancestry, marital status, sex, age, nationality and disability. Employees of the company shall be treated with dignity and in accordance with the policy of maintaining a work environment free of sexual and other harassment, whether physical, verbal or psychological.Gifts and donations |
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| The company and its employees shall neither receive nor offer or make, directly or indirectly, any illegal payments, remuneration, gifts, donations or comparable benefits which are intended to or perceived to obtain business or uncompetitive favours for the conduct of its business except customary gifts and gifts of commemorative nature. |
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| 3. Health, safety and environment |
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| The company shall always endure to provide a safe and healthy working environment and comply, in the conduct of its business affairs, with all regulations regarding the preservation of the environment of the territory it operates in. |
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| 4. Quality of products and services |
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| The company shall be committed to provide quality standard of goods and services consistent with the applicable standards and requirements of the customers to ensure their total satisfaction. |
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| 5. Corporate Citizenship |
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| The company shall be committed to a good corporate citizenship and will adhere to maintain a quality social life and self esteem among it employees and community as well within the frame of applicable laws and regulations. Ethical conduct every employee of the company, including whole-time directors and the managing director, shall deal on behalf of the company with, honesty, integrity and high dignity as well as high moral and ethical standards. Such conduct shall be fair and transparent and be perceived to be as such by third parties. Shareholders |
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| The company shall be committed to enhance shareholder value and comply with all regulations and laws that govern shareholders' rights. The board of directors of the company shall duly and fairly inform its shareholders about all relevant aspects of the company's business, and disclose such information in accordance with the respective regulations and agreements. |
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| Every employee shall be responsible for the implementation of and compliance with this code in his or her professional environment. Failure to adhere to the code could attract the most severe consequences, including termination of employment. |
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| 6. Regulatory compliance |
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| Every employee of the company shall, in his or her business conduct, comply with all applicable laws and regulations, both in letter and in spirit, in all the territories in which he or she operates. If the ethical and professional standards set out in the applicable laws and regulations are below that of the code, then the standards of the code shall prevail. |
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| 7. Conflict of interest |
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| An employee of the company shall not engage in any business, relationship or activity which might detrimentally conflict with the interest of his company. Securities transactions and Insider Trading |
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| Any Director or an employee of the company and his or her immediate family and relatives who will be treated as insider to the Company shall not derive any benefit or assist others to derive any benefit from access to and possession of information about the company , which is not in the public domain and thus constitutes insider information. |
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| Any Director or an employee of the company and his or her immediate family and relatives who will be treated as insider to the Company shall not use or proliferate information which is not available to the investing public and which therefore constitutes insider information for making or giving advice on investment decisions on the securities of the company on which such insider information has been obtained. |
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| Such insider information might include the following: |
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- 1) Acquisition and divestiture of businesses or business units;
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- 2) Financial information such as profits, earnings and dividends;
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- 3) Announcement of new product introductions or developments;
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- 4) Asset revaluations;
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- 5) Investment decisions/plans;
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- 6) Restructuring plans;
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- 7) Major supply and delivery agreements;
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- 8) Raising finances;
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| 8. Citizenship |
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| An employee of the company shall in his or her private life be free to pursue an active role in civic or political affairs as long as it does not adversely affect the business or interests of the company. |
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| 9. Integrity of data furnished |
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| Every employee of the company shall ensure, at all times, the integrity of data or information furnished by him or her to the company. Reporting concerns |
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| Every employee of the company shall promptly report to the management any actual or possible violation of this code, or an event he or she becomes aware of that could affect the business or reputation of the Company. |
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| 10. Adherence to the Code |
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| The Board of Directors shall review regularly the compliance and will ensure the adherence to the code in the letter and spirit. |