Governance

Corporate Governance

The Board gives prime importance in conducting the
business in accordance with the best international
and local corporate governance practices and is
committed to inculcating healthy corporate culture,
ethical business practices, reliable and transparent
financial reporting, open communication channels
with the stakeholders and compliance with the laws
and regulations. As a result, good corporate
governance principles have been deeply ingrained in
Company’s decision making and operating set-up as
well as monitoring processes.
The Company recognizes and respects the rights of
each and every stakeholder including shareholders,
employees, financiers, creditors, business partners,
local communities and others. The Company
encourages active participation of shareholders in all
general meetings of the Company and values their
views towards better governance and operational
management. The Company is also cognizant of its
legal and constructive obligations towards its
business partners, local communities where it
operates and other stakeholders and takes
appropriate actions to timely respond to their
expectations after taking into account a pragmatic
view of their interests associated with the Company.

The Code of Conduct for directors and employees of
the Company has been approved by the Board and
changes were made in line with the new
requirements stated in the revised CCG. The said
Code of Conduct strengthens the standard for
professional business-like behavior expected of
directors and employees and binds them to
demonstrate ethical, honest and responsible
attitude. The Code has been disseminated across the
Company to all directors and employees for their
compliance.

Before each meeting of the board of directors a
closed period is declared by the Company during
which directors, CEO, executives of the Company and
their spouses are not allowed to trade in shares of the
Company in any manner, whether directly or
indirectly.

The Board has reviewed the status of executives in ‘ ‘
terms of clause (xvi) of CCG and has set a threshold
defining categories of management employees as
executives consequent to which they are subject to ‘ ‘
additional regulatory requirements for trading and
disclosing their transactions in Company shares.
The Directors of the Company are fully aware of their
duties and responsibilities and strive to discharge
their fiduciary responsibilities in the best possible
manner in compliance with all applicable corporate
laws and regulations.
During the year, the Board was actively involved in
performing their duties including those required to be
performed under various laws and the Memorandum
and Articles of Association of the Company with the
ultimate objective of safeguarding the interests of the
shareholders, enhancing the profitability of the
Company, increasing shareholders’ wealth and
promoting market confidence.