Gujarat Terce Laboratories Limited has amended its Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information ("Code of Fair Disclosure") in compliance with Regulation 8(2) of the SEBI (Prohibition of Insider Trading) Regulations, 2015. The amendment incorporates recent changes to the SEBI regulations.
The revised code, effective from 29 May 2026 (Version 2.0), supersedes the earlier version and has been published on the company's website at https://www.gujaratterce.in/code-and-policies/.
Key Amendments and Provisions:
Designation of Chief Investor Relations Officer: The Company Secretary & Compliance Officer has been designated as the Chief Investor Relations Officer (CIRO) responsible for ensuring timely, adequate, uniform, and universal dissemination of UPSI.
Market Rumors Policy: The company acknowledges it is not among the top 100 or 250 listed entities by market capitalization, and therefore the mandatory requirement to verify market rumors under Regulation 30(11) of SEBI Listing Regulations does not apply. The policy operates on a voluntary basis, with annual review of market-capitalization ranking.
Structured Digital Database: The company will maintain a non-tamperable, internally managed structured digital database (SDD) containing details of persons with whom UPSI is shared, including names, PAN numbers, nature of UPSI, with time-stamping and audit trail. The SDD will be preserved for at least 8 years after transaction completion.
Legitimate Purpose Policy: A new annexure defines "Legitimate Purpose" for sharing UPSI, which includes ordinary course of business communications with designated persons, partners, collaborators, lenders, customers, suppliers, merchant bankers, legal advisors, auditors, insolvency professionals, consultants, credit rating agencies, bankers, and other approved persons.
Conditions for UPSI Sharing: Recipients of UPSI must be notified that the information is UPSI, must maintain confidentiality, are prohibited from trading while in possession of UPSI, and must obtain prior written consent for any use beyond the original Legitimate Purpose.
UPSI Definition: The code provides an extensive definition of Unpublished Price Sensitive Information, including financial results, dividends, change in capital structure, M&A activities, changes in key managerial personnel, rating changes, fund-raising, management control agreements, fraud or defaults, insolvency proceedings, forensic audits, regulatory actions, litigation outcomes, guarantees, and license changes.
Compliance Framework: The code operates in conjunction with the Company's Code of Conduct for Prohibition of Insider Trading and the Policy and Procedure for Inquiry in case of Leak or Suspected Leak of UPSI. In case of inconsistency, SEBI regulations prevail.
Review Mechanism: The code will be reviewed by the Board of Directors at least annually, with any amendments promptly intimated to stock exchanges.