Date: August 13, 2026
Board Meeting Outcomes
The Board of Directors of Crest Ventures Limited approved an amended "Code of Conduct for Prevention of Insider Trading" in their meeting held on August 13, 2026. The meeting commenced at 03:00 p.m. and concluded at 5:30 p.m.
The approval was made in compliance with Regulation 8(2) of the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015.
KMP / Board / Auditor Changes
Not Specified
Dividend Declaration or Non-Declaration
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Financial Results
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Auditor’s Report
Not Specified
Disinvestment / Strategic Actions
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Other Operational / Legal / Strategic Disclosures
Code of Conduct Details
The amended Code of Conduct (Version 3.0) replaces all previous codes on prevention of insider trading. Key provisions include:
Definitions:
- Connected Persons: Persons as defined under Regulation 2(d) of SEBI PIT Regulations
- Designated Persons: Includes promoters, directors, CFO, employees up to two levels below CEO, KMPs, all designated employees across the group with access to UPSI, and their relatives
- Unpublished Price Sensitive Information (UPSI): Includes financial results, dividends, change in capital structure, M&A transactions, changes in key managerial personnel, credit rating changes, fund-raising proposals, fraud/defaults, material litigation outcomes, and key license changes
Trading Restrictions:
- Designated Persons may trade only when trading window is open and not in possession of UPSI
- Pre-clearance required from Compliance Officer for trades where value exceeds ₹1 million per calendar quarter or 25,000 shares, whichever is lower
- Pre-cleared trades must be completed within 7 trading days
- Six-month holding period restriction for designated persons (no opposite transactions within 6 months)
- No derivative positions in company securities for designated persons
Reporting Requirements:
- Designated persons must disclose names and PAN of immediate relatives and persons with material financial relationships annually
- Continual disclosures required for trades aggregating to over ₹10 lakh per calendar quarter
- Annual disclosure of shareholding by designated persons
- Initial shareholding disclosure within 7 days of joining for directors/KMPs/executive management
Penalties for Violation:
- May include wage freeze, contract cancellation, recovery of profits, suspension, elimination from ESOP, removal from services
- Violations reported to Audit Committee and potentially to SEBI
- Amounts collected from violations remitted to SEBI's Investor Protection and Education Fund
Compliance Officer:
- Company Secretary (Namita Bapna) serves as Compliance Officer
- Responsible for setting procedures, monitoring adherence, approving trading plans, pre-clearing trades
- Provides annual reports to Board and quarterly reports to Audit Committee Chairman
Structured Digital Database:
- Company must maintain non-tamperable digital database capturing nature of UPSI and names/PANs of persons who shared/received it
- Database must be preserved for at least eight years after transaction completion
- Cannot be outsourced
Trading Plan Provisions:
- Connected persons perpetually in possession of UPSI may formulate trading plans
- Plans must be approved by Compliance Officer within two trading days
- Trading cannot commence earlier than 120 calendar days after public disclosure of plan
Fair Disclosure Policy:
- Company must promptly disclose UPSI to ensure uniform dissemination
- Company Secretary/Compliance Officer designated as Chief Investor Relations Officer
- Information shared on need-to-know basis for legitimate purposes