Date: October 07, 2026

Subject of Announcement

The company has intimated the National Stock Exchange of India Limited and BSE Limited of the approval and adoption of its "Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information" (the "Code") by its Board of Directors, pursuant to Regulation 8(1) of the SEBI PIT Regulations.

KMP / Board / Auditor Changes

Not Specified

Dividend Declaration or Non-Declaration

Not Specified

Board Meeting Outcomes

Not Specified

Financial Results

Not Specified

Auditor’s Report

Not Specified

Disinvestment / Strategic Actions

Not Specified

Code of Conduct Summary

Preamble & Objectives

The Code was established to comply with SEBI (Prohibition of Insider Trading) Regulations, 2015, effective May 15, 2015. Its objectives are to ensure regulatory compliance, prevent misuse of confidential information, guide designated persons, prevent conflicts of interest, and discourage personal trading that distracts from company responsibilities.

Key Definitions

  • Compliance Officer: A senior officer responsible for policy compliance, monitoring trades, and implementing the code under board supervision.
  • Connected Person: Any person associated with the company in any capacity during the six months prior to an act, allowing access to UPSI.
  • Designated Persons: Includes Directors, Key Managerial Personnel, Promoters, and specific employees (up to two levels below directors, support staff in sensitive departments, and others designated based on role/access).
  • Unpublished Price Sensitive Information (UPSI): Information not generally available that, upon becoming public, could materially affect security prices. This includes financial results, dividends, M&A, changes in KMP, fund raising, frauds, defaults, insolvency proceedings, regulatory actions, litigation outcomes, and key license changes.
  • Trading: Includes subscribing, buying, selling, or dealing in any securities.

Applicability

The Code applies to Promoters, Directors, employees of the company and its subsidiaries, Connected Persons, Insiders, Designated Persons, and their Immediate Relatives.

Compliance Officer Role

The Compliance Officer is responsible for setting policies, monitoring UPSI preservation, maintaining a list of Designated Persons, pre-clearing trades, specifying prohibited periods (trading window closures), and implementing punitive measures for violations.

Trading Restrictions & Procedures

  • Trading Window: Closed from the first day after a quarter ends until 48 hours after UPSI (like results) becomes public. Can also be closed ad-hoc by the Compliance Officer.
  • Pre-Clearance: Required for Designated Persons and immediate relatives intending to trade when the window is open if the value exceeds ₹10 lakhs in a calendar quarter. Must be executed within 7 trading days of approval.
  • Contra Trade: Selling within 6 months of buying (or vice versa) is prohibited.
  • Holding Period: A minimum 6-month holding period is mandated for investments, waivable by the Compliance Officer in personal emergencies.
  • Trading Plans: Insiders can formulate pre-approved plans for future trades, with specific parameters, which must be publicly disclosed. Trades under these plans are exempt from window closures.

Disclosure Requirements

  • Initial Disclosures: Required from new Designated Persons/KMPs/Directors/Promoters upon appointment, detailing holdings and information about immediate relatives.
  • Continual Disclosures: Promoters, promoter group members, designated persons, and directors must disclose acquisitions/disposals exceeding ₹10 lakhs in a quarter within 2 trading days.
  • Annual Disclosures: All designated persons must disclose annual holdings as of March 31st by April 30th.
  • Transaction Reporting: Designated Persons must report details of executed trades within 7 calendar days.

Handling of UPSI

  • UPSI is to be handled on a "need-to-know" basis.
  • Chinese Walls must be maintained to prevent inadvertent leakage.
  • A structured digital database with time stamping and audit trails must be maintained for all UPSI.

Penalties for Contravention

Violations may lead to penalties and disciplinary action by the company, including wage freeze, suspension, withholding promotions, and ineligibility for ESOPs. The company will also inform SEBI of any violations of its regulations.

Annexures

The code includes numerous standardized forms (Annexures 1-9) for:

  • Application cum Undertaking for Pre-clearance of Trade
  • Pre-clearance Order
  • Disclosure of Sale/Purchase of Securities
  • Reporting of Non-execution of Pre-cleared Trade
  • Declaration from Interns
  • Form B (Initial Disclosures)
  • Form C (Continual Disclosures)
  • Form D (Annual Holding Statement)
  • Form E (Exit Declaration)