|
Code of Conduct
For the Board of Director
And
Senior Management |
|
I
Introduction |
|
This Code of Conduct ("the Code") for Board Members and
Senior Management helps maintain the standards of managing the affairs
of Balmer Lawrie Investments Limited ("the Company"). The purpose of
this Code is to deter wrongdoings and promote ethical conduct. The
matters covered in this Code are of utmost importance to the Company
and its stakeholders.
The Code is applicable to all the Directors on the
Board and the Company Secretary.
The Company has no other business activity except to hold the equity
shares of Balmer Lawrie & Co. Limited. Though normal business activity
is absent but considering the public investments involved ethical
conduct of its affairs is important for both the Company as well as
the investors. Accordingly, all the Directors on the Board and the
Company Secretary are expected to read and understand this Code uphold
these standards and comply with all applicable laws, rules and
regulations. Each year, as part of annual review, all the Directors on
the Board and the Company Secretary will be asked to sign an
acknowledgement indicating their understanding of the Code. A hardcopy
of the Code shall be given to all the concerned persons for their
preservation and adherence to the Code.
|
|
II. Honesty
and Integrity |
|
The Company expects all the Directors on the Board and
the Company Secretary to act in accordance with the highest standards
of personal and professional integrity, honesty and ethical conduct,
while working for the Company irrespective of their place of work or
at any other place where any of the above person is representing the
Company in the society. The Company expects honest conduct by all the
above persons, free from fraud or deception, confirming to the
accepted professional standards of conduct. Ethical conduct includes
the ethical handling of actual or apparent conflicts of interest
between personal and professional relationships.
|
|
III Compliance with Governmental Laws, Rules and Regulations |
|
Company Secretary being
the Compliance Officers must comply with all applicable governmental
laws, rules and regulations as applicable to the Company. Company
Secretary being the only officer of the Company shall co-ordinate with
the responsible officers namely, General Manager (Finance), Deputy General
Manager (Taxation and Internal Audit) and
Company Secretary of the service provider, Balmer Lawrie & Co. Limited
to ensure that all Governmental laws, rules and regulations as
applicable to the Company are complied with.
|
|
IV. Responsibilities pertaining only to the Board Members |
|
Compliance Review
Directors are required to review compliance of all applicable laws, rules
and regulations, both in letter and in spirit.
Confidentiality of Information-
Any information pertaining to the Company, which is not in the public
domain and to which the director has access or possesses, such
information, must be considered confidential and held in confidence,
unless authorized to do so and when disclosure is required as a matter
of law. No director shall provide any information either formally or
informally, to the press or any other publicity media, unless
specially authorized.
Insider Trading - No director of
the Company shall derive any benefit or assist others to derive
benefit by giving investment advice from the access to and possession
of information about the Company, which is not in public domain and
considered as 'insider information.
Gifts and Donations - No director
of the Company shall receive or offer, directly or indirectly, any
gifts, donations, remunerations, hospitality, illegal payments and
comparable benefits which are intended (or perceived to be intended)
to obtain favours or decisions connected with running of the affairs
of the Company. Nominal gifts of commemorative nature, for special
events may be accepted and reported to the Board.
Periodic Review - The Directors
for making suitable amendments should conduct periodic review of this
Code.
|
|
V. Violations of the Code |
|
The Company will take appropriate action against any
violation of the Code. In terms of the service agreement major part of
services connected in running the affairs of the Company are performed
by the service provider, Balmer Lawrie & Co. Limited. Therefore any
non-compliance of governmental laws, rules and regulations as
applicable to the Company, which was supposed to be adhered to by the
Service provider and which constitutes violation of the code then
disciplinary actions may include immediate termination of service
agreement at the Company's sole discretion. Where the Company has
suffered a loss, it may pursue its remedies against the individuals or
entities responsible.
|
|
V1. Waivers and Amendments of the Code |
|
The Company is committed to continuously reviewing and
updating the Code. Any amendment or waiver of any provision of this
Code must be approved in writing by the Company's Board of Directors
and promptly disclosed to the persons who are responsible to comply
with the Code. |
| |
| |
|
COMPLIANCE |
