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Code of Conduct

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 standards of conduct for Directors and Senior Management 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:-
The Board presently comprises six Directors consisting of the Managing Director, Two Executive Directors and three non-executive Directors

Composition and category of Directors
S.No. Category
Name of Directors
1. Promoters& Executive Directors Mr. Ramesh Kumar Dua, Managing Director
    Mr. Mukand Lal Dua, Whole Time Director
    Mr. Nikhil Dua, Whole Time Director
     
2. Independent and Mr. Pankaj Shrimali
  Non-Executive Directors Mr. S.K. Sapra
    Mr. Vivek Kumar
  1. All members of Board of Directors of the Company
  2. All the members of Senior Management Team of the Company

Senior Management Team shall include:-

Personal 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 wok for the Company to discharge their roles, duties and responsibilities assigned to them on an individual and group basis as per requirements of their assignments from time to time.

This document 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
  • Directors and Senior Management Team shall adhere to all applicable laws, rules and regulations in discharge of their duties.
  • 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.
  • 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.
  • 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.
  • Directors and Senior Management Team shall maintain the confidentiality of information except where the disclosure if approved by the Company or the same is as per requirements of law.
  • 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.
  • Directors and Senior Management Team shall endeavor to protect and safeguards all the Company’s assets and equipments from any misuse or damage and shall ensure proper use of Company’s funds.
  • Directors and Senior Management Team shall not suppress from the Company any material fact which can be detrimental to the interest of the Company.
  • Directors and Senior Management Team shall ensure maintenance of healthy and safe work environment in the Company.
  • Directors and Senior Management Team shall avoid discrimination and harassment on the basis of caste, race, religion and gender,
  • Directors and Senior Management Team shall contribute towards taking complete and proper care of the extent environment and shall conserve the resource for a proper ecological balance.
  • Directors and Senior Management Team should not exploit opportunities arising out of the place of work or in course of work, for personal gains.
  • Directors and Senior Management Team shall ensure that no statements is given to media without authorization by the appropriate authority of the Company.
  • Directors and Senior Management Team shall report to the Chairman of the Board about material suspected violation that comes to his knowledge.
  • The Rule of Audit Committee and Remuneration Committee shall be as per Clause 49-11(D) of the Listing Agreement.
  • The non-executive Directors play an active and important role in the meetings of the Board of Directors of the Company. They also take active part in the deliberations of various Committee of the Board, which are entrusted with clearly defined responsibilities.
  • The Board has the ultimate responsibility for identifying major risks to the organization, setting acceptable levels of risk and ensuring that senior management takes step to detect, monitor and control these risks. The Board must satisfy itself that appropriate risk management systems and procedures are in place to identify and manage risks.
  • The Company addresses all complaints, suggestions and grievances expeditiously and replies are sent/issues get resolved within 15 days by Share holders’/Investors’ Grievance and Share Transfer Committee unless there is a dispute and / or other legal constraint. It looks into redressal of shareholders’ and investors complaints like transfer of shares, non-receipt of annual report, non receipt of dividend and allied matters.
  • This code shall come into force with immediate effect.
 
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