|
Code of Conduct
Supreme Tex Mart Limited is
committed to maintain sound standards of
Business Conduct and Corporate Governance. The
Board of Directors (the “Board”) and the
senior management of Supreme Tex Mart Limited
undertake to abide by following Code of
Conduct adopted by the Board and affirm
compliance with this Code on an Annual basis
by acknowledging the same as provided in the
end.
The Code is named as Code of
Conduct for The Board of Directors and Senior
Management and is framed in terms of Clause 49
of the Listing Agreement with the Stock
Exchanges.
APPLICABILITY
The Code is applicable to all
the members of The Board of Directors and
senior management of the Company. The term
“senior management” shall mean personnel of
the company who are members of its core
management team excluding Board of Directors.
Normally, this would comprise all members of
management one level below the executive
directors, including all functional heads.
THE CODE
1. Conflicts of
Interest:
The Directors and senior management should be
careful in avoiding ‘conflicts of interest’
with the Company. In case there is likely to
be a conflict of interest, in the case of
senior management personnel, he/she should
make full disclosure of all facts and
circumstances thereof to the Managing Director
and a prior written approval should be
obtained. In case there is likely to be a
conflict of interest in the case of Whole Time
Director, he should make full disclosure of
all facts and circumstances to the Chairman of
the Board. The Directors other than Whole Time
Directors in like circumstances should make
full disclosures to the Board.
2.
When a Director, who is also
shareholder of company or is representing any
shareholder of the company, votes as a
Director in any Board Meeting or Committee
Meeting he does so in his fiduciary capacity
and is bound to vote not in his own personal
interest as shareholder, but in what he
considers to be the best interest of the
Company.
3. Honest and Ethical
Conduct:
The Directors and senior management shall act
in accordance with the highest standards of
personal and professional integrity, honesty
and ethical conduct and use their powers of
office, in good faith and in the best
interests of the Company as a whole.
4. Confidentiality:
The Directors and senior management shall
maintain the confidentiality of confidential
information of the Company or that of any
customer, supplier or business associate of
the Company to which Company has a duty to
maintain confidentiality, except when
disclosure is authorized or legally mandated.
The Confidential information includes the
information (including private, proprietary,
and other) that might be of use to
competitors, opponents in legal cases or
disclosure of which might be harmful to the
Company or its associates in business or in
legal cases filed by/against the company. The
use of confidential information for his/her
own advantage or profit or for the advantage
or profit of the institution he/she belong to
is also prohibited.
5. Protection and
Proper Use of Company's Assets:
The Directors and senior management should
protect Company's assets and property.
Company's assets should be used only for
legitimate business purposes.
6.
Amendments to the Code
The provisions of this Code can be amended and
modified by the Board of Directors of the
Company from time to time and all such
amendments and modifications shall take effect
from the date stated therein.
7.
Placement of the Code on Website
Pursuant to Clause 49 of the Listing
Agreement, this Code and any amendments
thereto shall be posted on the website of the
Company.
8.
Consequences of
Non-Compliance of this Code
-
In case of breach of this
Code by the Directors, the same shall be
considered by the Board for initiating
appropriate action, as deemed necessary.
-
In case of breach of this
Code by the Senior Management Personnel, the
same shall be dealt with by Managing
Director.
-
In case
of breach of this code by
Managing Director/Whole Time Director the
same shall be dealt by the Board of
Directors.
|
