This Code of Conduct applies to the following:
- All the Members of the Board of Directors of the Company; (hereinafter referred to as the “Directors”)
- Head of Finance Function (by whatever name called);
- Company Secretary;
- All Departmental/Functional heads of different functions of the Company ( by whatever name they are called);
- All professionals at corporate serving in the roles of finance, tax, accounting treasury and internal and statutory audit
(Hereinafter referred to as “officers”)
All the Directors and Officers are expected to act in accordance with the highest standards of personal and professional integrity, honesty and ethical conduct, while
working, at the Company’s premises, at offsite locations, at the Company’s sponsored business and social events, and / or at any other place where the
Directors/Officers represent the Company
It is considered that honest conduct is free from fraud and / or any deception. Ethical code of conduct is conduct confirming to the accepted professional standards of
conduct. It is a conduct which is fair, acted in good faith, responsibility, and with due care and competence. Ethical code of conduct includes ethical handling of actual
or apparent conflicts of interest as specified below between personal and professional relationships.
CONFLICTS OF INTEREST
Duty of Directors / Officers of the Company demands that he or she avoids and discloses actual and apparent conflicts of interest. A conflict of interests or benefits
exists where the interest or benefits of one person or entity conflict with the interests or benefits of the Company.
In consideration of employment with the Company or even thereafter all Officer/s shall not disclose, divulge, or make public or shall personally use for the personal
gain and information that they received during the course of the discharge of their duties. Officers are expected to devote full time to the business interest of the
Company and prohibited from engaging in any activity which will affect their performance or responsibilities to the company or otherwise be in conflict with or
prejudicial to the interests of the Company. Such incidences can be simultaneous engagement or employment or directorship with competitors or from taking part in
any activities which will work against the Company.
All Officers are requested to disclose to their reporting authority their personal interest which conflict or affect in discharging his duties for the business of the
An officer serving as a Director of any company that directly competes with the Company and its subsidiary and associates may raise substantial concern about
potential conflicts of interest. All relationships as Director of other bodies corporate shall be reported to the Board of Directors under the applicable provisions of the
Companies Act, 1956.
Non-public sensitive information about the Company which might influence market price of the shares of the Company should be kept in strict confidence until
publicly released in accordance with the applicable legal requirements and stock exchange regulations. Directors/Officers shall not derive any personal benefit or
assist others to drive benefit by giving advise of such nature.
The Company is committed in complying with SEBI (Insider Trading Prohibition Regulations), 1992.
Directors/Officers must take care of investments held or proposed to be held giving more than 2% of ownership or control of the investee in any customer, supplier or
competitor of the Company. Before making substantial investment as given above the Director/Officer shall take permission from the Board of Directors of the
As a general rule, Director before conducting Company business with a relative and/or with a business in which a relative is associated in any significant role, must
disclose their interest before the Board of Directors of the Company and comply the provisions of the Companies Act, 1956.
A conflict of interest actual or potential may arise when directly or indirectly a Director / Officer is in a position to derive a benefit for himself and / or for his relative by
making any decisions or influencing the same relating to the Company transactions with a relative or with a business associates in which a relative is associated. In
such case the Director / Officer shall not involve himself in negotiations pertaining to such transaction. Should a transaction, which may potentially result or appear to
result in a conflict of interest, be unavoidable for the benefit of the Company, it is mandatory for the officer to seek approval from the appropriate authority.
Payments or gifts from others
A Director / Officer shall not accept any offer, payment or gift from customers, vendors, agents, service providers or consultants of the Company which may affect
directly or indirectly his decision relating to the business of the Company.
Gifts given by the Company or received from customers, vendors, agents, service providers or consultants should be appropriate to the circumstances and should
never be of a kind hat could create an appearance of impropriety. Inexpensive gifts, infrequent business meals, celebratory events or entertainment provided that
are not excessive or create an appearance of impropriety don’t violate this code. The nature of cost duly approved must always be properly authorized and recorded
in the Company’s books and records.
Protection of Assets
Directors / Officers are responsible for the proper use, protection and conservation of the Company’s assets and resources. This includes Company properties,
assets, proprietary manufacturing process, engineering designs, process technology, application knowledge, financial data, strategies, trade secrets, corporate
information and other Company rights. Company assets are to be used solely to pursue and achieve Company goals and not for personal benefit, unless approved
by the Board.
Compliance with Governmental Laws, Rules and Regulations
Directors/Officers must comply with all applicable governmental laws, rules and regulations. Directors/Officers must acquire appropriate knowledge of law relating
to their duties so as to enable them recognize potential danger in their areas and to know when to take advice from the appropriate authorities. Violations of
applicable governmental laws, rules and regulations may invite criminal and or civil liability to the individual or Company.
Any information concerning the Company’s business, its customers, suppliers etc which is not a public domain and to which the Director / Officer has access or
possesses such information must be considered as confidential and held in confidence unless authorized to do so and when disclosure is required as a matter of law.
No Director / Officer shall provide any information either formally or informally to the Press or any other publicity media unless specially authorized.
It is the policy of the Company to provide the information in the reports which is required to be given as under statutes and / or applicable rules and regulations that the
Company file with or submit to the stock exchanges, SEBI and / or any other government agency and in all other public communications made by the Company.
Violations of the Code
Directors / Officers should be alert to possible violations as it is part of their job and their responsibility to help enforce this code. They must cooperate in any internal
or external investigations of possible violations, reprisal, threats, retribution, and retaliation against any person who has in good faith reported a violation or a
suspected violation of law.
Actual violations of law, this code or other Company policies or procedures should be promptly reported to the reporting authority.
Waivers and Amendments of the Code
The Company is committed to continuously reviewing and updating this Code, Policies and Procedures. Any amendment or waiver of any of the provisions of this
code must be pre-approved in writing by the Company’s Board of Directors and promptly disclosed in applicable regulatory filings pursuant to applicable laws and
regulations together with details about the nature of the amendment or waiver.
This Code of conduct is a statement of the principles, values and beliefs of the Company. This Code lays down certain policies and procedures which are to be
followed by the Directors/Officers of the Company to conduct the business of the Company. The Code does not give any rights in favor of any of its employees,
customer, vendor, agents, and service providers or any other person or entity.
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Here are few vehicles which are under planning:
Micro Commercial Vehicle to carry 750 Kg. payloads
Range of Electric Commercial Vehicles