Preamble

In compliance of the mandatory provision of clause 49 of the listing agreement relating to corporate governance, Emkay Global Financial Services Limited (herein after referred to as the company) adopts this code of conduct for its Board Members and Senior Management of the Company.

The Board of Directors (The Board) and Senior Management of the Company shall abide by this code of conduct. The code is aimed to help the Board of Directors and Senior Management in fulfillment of the duties with due diligence and care to the company and its stake holders. It is intended to focus on the Board and Senior Management to provide optimum transparency in its report to the share holders and help cultivate a culture of honesty and accountability. Each member is expected to comply with the letter and spirit of this code.

Applicability

The Code of Conduct shall apply to:
  • All members of the Board of Directors of the Company. (Referred to as "Director")
  • Company Secretary
  • Head of Finance Function
  • All Departmental / Functional Heads of different functions of the Company (Referred to as "Officers")

Honest And Ethical Conduct

All the Directors / Officers are expected to act in accordance with the highest standards of personal and professional integrity, honesty and ethical conduct while working at any of the company's premises or any other place where the Directors / Officers represent the Company.

Conflict Of Interest

Duty of the Directors / Officers of the Company demands that they avoid and discloses actual and apparent conflict of interest.

  • Employment / Outside Employment - In consideration of employment with the Company, Officers are expected to devote their full attention to the business interest of the Company. Officers are prohibited from engaging in any activity that interfere with their performance or other wise are in conflict with or prejudicial to the interest of the Company.
  • Outside Directorship – It is a conflict of interest to serve as a Director of any Company that competes directly with the company. Directors / Officers must first obtain approval from the Company before accepting such directorship. Each director / officer shall inform the board of any changes in their board positions, relationship with other business.
  • Business Interest - If any Director / Officer is considering investment in the business of any competitor of the Company, they must first take care to ensure that these investments do not compromise on their responsibilities towards the Company.
  • Related Parties - Directors / Officers before conducting company business with a relative and / or with a business in which a relative is associated in any significant role, shall disclose the interest to the board and take prior approval for the same.
  • Payments or Gifts from others - No Director / Officer shall accept any Gift, in cash or kind from any customer, vendor or consultant which is likely to influence the business decision
  • Corporate Opportunities - Directors / Officers shall not exploit for their own personal gains, opportunities that are discovered through the use of Company property, information or position unless the opportunity is first disclosed in writing to the Board.
  • Other Situations - If a proposed transaction or situation raises any doubts, the Directors / Officers must consults the Company Chairman and / or Board.

Compliance With Government Laws. Rules And Regulations.

Directors / Officers must comply with all applicable governmental laws, rules and regulations. Directors / Officers must acquire appropriate knowledge of the legal requirements relating to their duties and seek necessary advice whenever in doubt.

Confidential Information

Directors / Officers are required to maintain the confidentiality of all confidential information that they receive or become privy to in connection with the companies business. Directors / Officers should not use confidential information for their own advantage or profit directly or indirectly.

Disclosures

The Company’s policy is to provide full fair and accurate disclosure in all documents that are submitted to any Government agency and/ or other public communications made by the company. The Company shall ensure that any information so prepared will confirm to all applicable laws and regulation.

Violation Of The Code

It is the function of the Directors / Officers to help in enforcing this code.
Actual violation of the law, code of conduct or other company policies or procedures should be promptly reported to the HR Department.

Amendment Of The Code

The company is committed to constantly review and update the code of conducts and procedures. Any amendment or waiver of the provision of the code must be approved by the board.

No Rights Created

The Code of Conduct is a statement of certain fundamental principles, ethics and values that govern the directors and senior management of the Company in the conduct of the business. It does not create nor is it intended to create any rights in any employee, customer, client, supplier, shareholder or any other person or entity.