| 1. |
Shall act with utmost care, skill,
diligence and integrity.
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| 2. |
Shall act in good faith and shall fulfill
all fiduciary obligations without compromising on their
individual judgment.
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| 3. |
Shall not take a decision when, on
a subject matter of decision, there arises or likely
to arise, a conflict of interest.
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| 4. |
Shall avoid, and incase it is not possible,
to make necessary disclosures to the Board of Directors
in case of a personal interest on all financial and
commercial matters where a decision rests with them.
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| 5. |
Shall not enter into any business
transaction with his relatives or a corporate body in
which his /her relative holds 2% or more of paid up
share capital, without the previous written approval
of the Chairman.
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| 6. |
Shall avoid such contractors or suppliers
who are capable of compromising on the ability to transact
business on a professional, impartial, and competitive
basis that are detrimental to the interests of the company.
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| 7. |
Shall not hold any position or job
or engage in outside business or other interests that
are detrimental to the interests of the company.
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| 8. |
Shall not exploit for their own personal
gain, opportunities that are discovered through the
use of corporate property, information or position,
unless such a fact is brought to the Notice of the Chairman
of the Company and the Board of Directors have specifically
allowed him /her to use the opportunity.
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| 9. |
Shall not seek, directly or indirectly
any favour including gifts from anyone having business
dealings with the company.
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| 10. |
Shall not make any statement, which
has the effect of criticising the management policies
or their actions, which are capable of affecting the
relationship of the company with the Government or any
of its business associates including its stakeholders.
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| 11. |
Shall not commit any offence, which
involves moral turpitude.
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| 12. |
Shall comply with all laws, rules
and regulations relating to the business of the company.
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| 13. |
Shall not hold any Directorship
or office of place of profit with any of the corporate
bodies that has same or similar objectives of the company
or is considered to be a competitor, without the approval
of the Chairman. |
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| 14. |
Shall comply with the code
of Internal Procedures and conduct of prevention of Insider
trading in dealing with the securities of the company. |
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| 15. |
| Shall not
disclose any unpublished Price sensitive information
to Stock Exchanges, analysts, Financial Institutions,
shareholders, media, general public etc without
the prior approval of the Chairman in writing, unless
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| a) |
such disclosures are
required to be made pursuant to some law or regulation
in force, |
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| b) |
authorised to be disclosed
pursuant to any decision by the Board or its committees |
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| c) |
which information is
already part of a public domain at the time of disclosure |
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| 16. |
Shall disclose all related
party transactions to the Chairman as per approved formats |
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| 17. |
Shall take care of all properties
including information and intellectual properties that
are entrusted to them with utmost care and diligence and
not to use for any personal gain. |