Date: August 07, 2026

Regulatory Compliance Disclosure

INDO-MIM Limited has formulated and adopted a Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information (UPSI) in compliance with Regulation 8 of the SEBI (Prohibition of Insider Trading) Regulations, 2015 (SEBI PIT Regulations). The code was adopted by the Governing Board of INDO-MIM and is dated August 07, 2025 (version 1).

Chief Investor Relations Officer

The Company Secretary & Compliance Officer of the Company is designated as the Chief Investor Relations Officer (CIRO), currently Santosh Kumar Dash. All information disclosure/dissemination requires prior approval by the CIRO. In case of accidental disclosure without prior approval, the responsible person must immediately inform the CIRO, who will then promptly inform the Managing Director, Chief Executive Officer, or Chief Financial Officer for further action. The CIRO must obtain prior approval from the Managing Director, Chief Executive Officer, Chief Financial Officer, or other appropriate authority before disseminating/disclosing UPSI.

Principles of Fair Disclosure

The code establishes several principles for fair disclosure:

  • Prompt public disclosure of UPSI that would impact price discovery once credible and concrete information is available
  • Uniform and universal dissemination of UPSI to stock exchanges and website before releasing to media or analysts
  • Employees are prohibited from responding to enquiries from Stock Exchanges, media, or others unless authorized by CIRO, Managing Director, CEO, CFO, or other designated officers
  • Public announcements to be made only after final or definitive decisions are taken
  • Prompt dissemination of UPSI to market through stock exchanges if selectively disclosed
  • Interactions with institutional shareholders, fund managers, and analysts to be based on generally available information only
  • CIRO to develop best practices for maintaining transcripts or records of meetings with analysts and investor conferences on the official website

Legitimate Purpose Policy

The policy defines "Legitimate Purpose" as sharing UPSI in the ordinary course of business with partners, collaborators, lenders, customers, suppliers, merchant bankers, legal advisors, auditors, insolvency professionals, or other advisors/consultants, provided such sharing is not to evade regulatory prohibitions. Persons receiving UPSI pursuant to legitimate purpose are considered "Insiders" and must maintain confidentiality.

Sharing of UPSI

No Insider shall communicate, provide, or allow access to any UPSI except for legitimate purposes, performance of duties, or discharge of legal obligations. UPSI must be handled on a need-to-know basis with suitable safeguards. UPSI may be disclosed in connection with transactions that would:

  • Entail an obligation to make an open offer under Takeover Regulations where Board deems sharing in best interests of Company
  • Not attract open offer obligation but where Board deems sharing in best interests, with UPSI disseminated to be made Generally Available Information at least 2 Trading Days prior to proposed transaction

Parties must execute confidentiality and non-disclosure agreements and shall not trade in Company securities while in possession of UPSI.

Structured Digital Database

The Board of Directors shall ensure maintenance of a structured digital database containing names of persons/entities with whom information is shared under SEBI Regulations, along with PAN or other authorized identifier. The database must include adequate internal controls and checks such as time stamping and audit trails to ensure non-tampering. The database must be maintained for minimum 8 years, or until completion of any enforcement or investigation proceedings. Entry of information not emanating from within the organization must be done within 2 calendar days of receipt.

Policy Review and Amendments

The Fair Disclosure Code and Policy for determination of Legitimate Purpose is subject to review by the Board of Directors at least once every 3 financial years. The Board may amend the policy as required by SEBI PIT Regulations. Any amendments must be promptly intimated to the stock exchanges where securities are listed.