Key Approval Details

The Board of Directors of Nisus Finance Services Co Limited approved the revised Code at its meeting held on November 13, 2026. The approval was made under Regulation 8(2) of the SEBI (Prohibition of Insider Trading) Regulations, 2015, specifically referencing Regulation 8(1) read with Schedule A of the PIT Regulations.

Document Availability

The approved Code is enclosed with the filing and is also available on the company's website at www.nisusfin.com.

Code Structure and Applicability

The Code consists of two parts:

  • Part A: Applies to trading in the Company's securities as required by SEBI PIT Regulations
  • Part B: Applies to trading in securities of Investee Companies and other listed companies about which a person gains UPSI through work with the Company

The Code applies to:

  • All Designated Persons and their Immediate Relatives
  • All Insiders, including Connected Persons and anyone with access to UPSI
  • Fiduciaries and intermediaries handling UPSI of the Company (as specified in Clause 21)

Key Policy Objectives

  • Prevent Insiders from trading while in possession of UPSI
  • Ensure prompt, uniform, and fair disclosure of UPSI to all investors
  • Restrict communication of UPSI to legitimate purposes only
  • Establish procedures to monitor and report trading to the Company and stock exchanges
  • Protect the Company's reputation for fair dealing in its securities

Principles of Fair Disclosure

  • UPSI will be disclosed promptly once credible and concrete information emerges
  • Disclosure will be uniform and universal with no selective disclosure
  • If UPSI is disclosed selectively, it will be made generally available promptly
  • The Company will respond appropriately to queries on news reports and market rumors
  • Information shared with analysts will not be UPSI
  • Transcripts of analyst meetings will be placed on the website before the next trading day or within 24 hours
  • UPSI will be handled on a need-to-know basis

Governance Structure

Director – Strategy has been designated as the Chief Investor Relations Officer (CIRO) responsible for dissemination of information and disclosure of UPSI. No other person may disclose UPSI to the public, media, analysts, or investors without the CIRO's prior approval.

Legitimate Purpose Policy

UPSI may be shared in the ordinary course of business with:

  • Promoters, partners, collaborators and lenders
  • Customers, suppliers and merchant bankers
  • Legal advisors, auditors (statutory, internal, secretarial), insolvency professionals and other advisors
  • Credit rating agencies, registrar and share transfer agent, and valuers
  • Fund trustees, investment committee members and co-investors in funds managed by the Company
  • Regulatory and statutory authorities as required by law
  • Any other person approved by the Managing Director and Compliance Officer in writing

Legal Framework and Interpretation

The Code is adopted under Regulations 8 and 9 of the SEBI PIT Regulations and replaces any earlier code on the same subject. Where the Code conflicts with the PIT Regulations, SEBI Act, 1992, Companies Act, 2013, or other applicable laws, those laws prevail. Amendments to PIT Regulations apply automatically to this Code.