Chairman

Director

Managing Director

Jt. Managing Director

Mr. Ajay Mahajan

Mr. B B Goel

Mr. Sanjay Gupta

Mr. Ajay Gupta

Director

Director

Director

Director

Mr. Sanjay Ahuja

Mr. R C Singal

Mr. MARCEL MENDA

Mr. A.P GUPTA

Executive Director

Mr. Sanjay Ahuja

531934

SUPREMETEX

Rs. 5

1

INE651G01027

Bombay Stock Exchange Limited, Phiroze, Jeejeebhoy Towers , Dalal Street, Mumbai-400023

National Stock Exchange of India Limited, Exchange Plaza, Bandra - Kurla Complex, Bandra (East), Mumbai – 400051.

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

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.

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.

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.

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.

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.

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.

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.

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