Key Approval Details

  • The Board of Directors approved the amendments at their meeting held on Friday, November 06, 2026
  • The amended Fair Disclosure Policy is effective from November 06, 2026
  • Policy revision approved pursuant to Regulation 8 read with Schedule A of the PIT Regulations

Policy Framework Details

Fair Disclosure Policy Provisions:

  • Prompt public disclosure of UPSI must be made once credible and concrete information potentially affecting security prices is discovered
  • Uniform and universal dissemination of UPSI to avoid selective disclosures
  • Company Secretary designated as Chief Investor Relations Officer responsible for dissemination of information and UPSI disclosure
  • Prompt dissemination required if UPSI gets disclosed selectively or inadvertently
  • Appropriate and fair responses to be provided to queries on news reports and market rumor verification requests from regulatory authorities
  • No UPSI to be shared with analysts and research personnel
  • Best practices to be developed for making transcripts/records of analyst meetings and investor conferences available on official website
  • All UPSI to be handled on a need-to-know basis
  • UPSI can be shared for legitimate purposes as per the Policy for determination of Legitimate Purposes (Annexure A)

Legitimate Purposes Policy (Annexure A)

Objective:

To identify 'Legitimate Purposes' for performance of duties or discharge of legal obligations as exception for procuring UPSI

UPSI Definition Coverage:

Includes information relating to: financial results; dividends; change in capital structure; mergers, de-mergers, acquisitions, delistings, disposals and expansion of business; changes in key managerial personnel; change in rating(s); fund raising; agreements impacting management or control; fraud or defaults; resolution plan/restructuring; insolvency proceedings; forensic audit; regulatory actions; litigation outcomes; guarantees/indemnities; and licensing/regulatory approval changes

Entities for Legitimate UPSI Sharing:

  • Promoters of the Company
  • Auditors (Statutory, Internal, Branch, Cost, Secretarial, GST and any other Auditor)
  • Staff Members of the Audit firm/team conducting the Audit
  • Collaborators
  • Lenders
  • Customers
  • Suppliers
  • Bankers
  • Legal Advisors
  • Insolvency Professionals
  • Consultants
  • Merchant Bankers
  • Any other advisors/consultants/partners
  • Any other person with whom UPSI is shared

Digital Database Requirements:

  • Chief Investor Relations Officer responsible for maintaining structured digital database of persons/entities with whom UPSI is shared
  • Database must contain: recipient name, organization/entity represented, postal address and email ID, PAN or other authorized identifier
  • Database must be maintained with adequate internal controls and checks including time stamping and audit trails to ensure non-tampering

Recipient Obligations:

  • Any person receiving UPSI pursuant to legitimate purpose considered an "insider"
  • Due notice must be given to such persons to maintain confidentiality

Governance Provisions

  • Policy can be modified by Board of Directors or by Company Secretary to reflect SEBI changes/amendments/clarifications
  • Company Secretary amendments subject to Board ratification in next meeting
  • Board may amend/substitute any provisions or replace entire Policy subject to applicable laws, rules & Regulations
  • In case of conflict with laws/rules/regulations, the law takes precedence over Policy