Key Document Details

The code was amended and approved in the Board Meeting held on August 21, 2026. The intimation is signed by Ameet Ashok Kela, Company Secretary and Compliance Officer (Membership No.: F7934).

Code Objectives and Framework

The code aims to ensure fair disclosure of UPSI in a uniform manner through normal channels to prevent information asymmetry in securities markets. It applies to every disclosure of UPSI until it becomes Generally Available Information (GAI).

Key Definitions and Roles

  • Chief Investor Relations Officer (CIRO): The Compliance Officer, designated with specific responsibility for dissemination of information and disclosure of UPSI. The Board designated this role on June 14, 2025.
  • Unpublished Price Sensitive Information (UPSI): Defined to include 17 specific categories including financial results, dividends, change in capital structure, M&A activities, changes in Key Managerial Personnel, rating changes, fund raising, fraud or defaults, insolvency proceedings, forensic audits, regulatory actions, litigation outcomes, guarantees, and license approvals.
  • Permitted Insiders: Chairman, Chief Executive Officer & Managing Director, and Key Managerial Persons.
  • Permitted Employees: Other employees specifically permitted in writing to make disclosures to third parties for legitimate purposes.

CIRO Functions and Responsibilities

  • Ensures uniform dissemination and public disclosure of UPSI
  • Determines whether information qualifies as UPSI
  • Prevents sharing of UPSI in meetings/calls/interviews
  • Handles queries about UPSI adherence
  • Safeguards against selective disclosure of UPSI
  • Monitors permitted disclosures to third parties for legitimate purposes (business purposes, routine duties, statutory obligations)
  • Maintains structured digital database of UPSI recipients
  • Reports annually to Audit Committee on code compliance

Disclosure Methods

The code specifies modes of disclosure including press releases, webinars/webcasts, stock exchange filings, website uploads, and other methods ensuring wide distribution.

Database Requirements

The CIRO must maintain a structured digital database containing:

  • Name of UPSI recipient
  • Organization represented
  • Nature of UPSI
  • Email ID
  • PAN or other authorized identifier

The database must be maintained internally with adequate controls, time stamping, and audit trails, preserved for at least eight years after relevant transactions.

Compliance and Reporting

The code requires annual review by the Board on Audit Committee recommendation. The Compliance Officer is authorized to disseminate UPSI to stock exchanges. The code is available on the company's website at https://www.arcil.co.in/aboutus/corporate-governance.