SML Mahindra Limited has amended its Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information (Code of Fair Disclosure), effective from 19th October 2026. The amendment is made in compliance with Regulation 8(2) of the SEBI (Prohibition of Insider Trading) Regulations, 2015.
The revised code will be available on the Company's website at https://smlmahindra.com/.
The code defines Unpublished Price Sensitive Information (UPSI) as information relating to the Company or its securities that is not generally available and would likely materially affect the price of securities upon becoming generally available. This includes, but is not limited to: financial results; dividends; change in capital structure; mergers, de-mergers, acquisitions, delistings, disposals and expansion of business; changes in key managerial personnel; change in ratings; fund raising; agreements impacting management or control; fraud or defaults; resolution plans/restructuring; insolvency proceedings; initiation of forensic audits; regulatory actions; litigation outcomes; guarantees not in normal course; and granting/withdrawal of key licenses.
The code establishes principles for fair disclosure including prompt public disclosure of UPSI, uniform dissemination, and handling of information on a need-to-know basis. The company designates a Chief Investor Relations Officer (CIRO) to oversee disclosure activities, coordinate with stock exchanges, analysts, shareholders, and media, and ensure compliance with continuous disclosure requirements.
The code includes provisions for responding to market rumors, requiring the company to confirm, deny or clarify any reported event or information in mainstream media within 24 hours when applicable as per SEBI notification.
The annexure contains the Policy for Determination of "Legitimate Purposes" effective from 1st April 2019. Legitimate purposes include sharing UPSI in ordinary course of business with designated persons, partners, collaborators, lenders, customers, suppliers, merchant bankers, legal advisors, auditors, insolvency professionals, consultants, credit rating agencies, bankers, and other approved persons.
The policy requires maintaining a structured digital database of persons with whom UPSI is shared, containing names and Permanent Account Numbers or other authorized identifiers. Any violation of the policy may result in disciplinary action and reporting to SEBI.