- Conflict of interest
- Honest and
- Fair Dealing
Protection and proper use of Company’s Assets
Compliance with Laws, Rules and Regulations
- Privacy and
Compliance with Code of Conduct
- Insider Trading
and Interpretation of Code
Code of Conduct for Senior Financial Officers
This Code of Conduct and Ethics is applicable to all the Board
Members, Managers and all employees involved in accounts and finance
department, hereinafter referred as “Officers”, of Bhoruka Aluminium
Limited and associate companies, hereinafter referred to as “Company
or BAL Group including Bhoruka Fabcons Private Ltd and Bhoruka Agro
BAL is committed to conducting its business in accordance with the
applicable laws, rules, regulations and notifications and with the
highest standards of business ethics. The quality of our product and
efficiency of our services at the most competitive prices is our
greatest strength for our success.
The purpose of this Code is to promote ethical conduct and deter
wrong doing. This Code is intended to provide guidance and help in
recognizing and dealing with ethical issues, provide mechanisms to
report unethical conduct and to help foster a culture of honesty and
accountability. The matters covered in this Code are of the utmost
importance to the Company, our shareholders and business partners.
Each Officer is expected to comply with the Code in letter and
The Officers of the Company must abide by the policies and
procedures that govern the conduct of the Company’s business. Their
responsibilities include helping create and maintain a culture of
high ethical standards and commitment to compliance, and to maintain
a congenial work environment that encourages the stakeholders to
raise concerns, if any, to the attention of the management.
Conflict of interest:
The Officer shall avoid and disclose actual and apparent conflicts
of interests. This would arise where the interest or benefits of one
person or entity conflict with the interest or benefits of the
Company. The following are the illustrations but not exhaustive:
If an Officer is considering investing in any customer, supplier
or competitor of the Company, such investments shall require the
prior written approval of the Company and the Company shall only
have sole and absolute discretion whether to sanction the approval
or otherwise for such investments.
- The receipt of improper personal benefits by a member of his or
her family as a result of one’s position in the company. Under no
circumstances an Officer or his / her relatives (“Relative” as
defined under section 6 of the Companies Act 1956) should accept any
offer, payment, gift or anything value from customers, suppliers,
consultants etc., that is perceived as, directly or indirectly, to
influence any business decision, commitment or opportunity for the
commitment. Any acceptance of this nature either by the Officer or
his / her relatives shall be reported to the Board of Directors or
any person / committee designated for this purpose for appropriate
decision / action.
- Any outside business activity that detracts an individual’s
ability to devote appropriate time and attention to his or her
responsibilities with the company. Officers are prohibited from
engaging in any activity that interferes with their performance or
responsibilities to the Company or otherwise is in conflict with or
prejudicial to the Company. The concerned Officer must disclose to
the Company any interest that they he/she has, either due to
employment or otherwise, that may conflict with the business of the
- The Officer shall not receive, accept or agree to accept any
non-nominal gifts or any other item / article at a concession / cost
lesser than the market value from any third party / company with
which the company has current or prospective business dealings. Any
such dealings shall immediately be reported to the Company or any
person / committee designated under this Code.
- Any consulting or employment relationship with suppliers,
customers, business associates or competitor of the Company is
strictly prohibited. The Company’s policies prohibit from accepting
simultaneous employment with suppliers, customers, business
associates or competitor of the Company.
- Officers shall not exploit for their own personal gain,
opportunities that are discovered through the use of corporate
opportunity/property, information or position, unless the
opportunity is fully disclosed in writing to the Company’s Board of
Directors or a person / Committee designated for this purpose under
Honest and ethical conduct:
All Officers shall act in accordance with the highest standards of
personal and professional integrity, honesty and ethical conduct
while working not only on company’s premises and offsite but also at
company sponsored business, social events as well as any places.
They shall act ethically and conduct free from fraud and deception.
Their conduct shall conform to the best accepted professional
standards of conduct. Ethical conduct includes the ethical handling
of actual or apparent conflicts of interest between personal and
All Officers should deal fairly with the customers, suppliers,
competitors and employees of group companies. They should not take
unfair advantage of anyone through manipulation, concealment, abuse
of confidential, proprietary or trade secret information,
misrepresentation of material facts or any other unfair dealing
Protection and proper use of Company’s Assets:
All Officers have a responsibility to protect the Company’s assets
and property, ensure its efficient use at all times for the growth
of the Company and report and record all transactions. Theft,
damage, loss, carelessness and waste of the Company’s assets and
property have a direct impact on the Company’s profitability.
Officers who have access to the Company’s assets, property and
confidential information must take every precaution to protect such
assets, property and information. Company’s assets should be used
only for legitimate business purposes Every Officer must protect the
reputation of the Company, its employees and its products.
Compliance with Laws, Rules and Regulations:
Officers must comply with all applicable governmental laws, rules,
regulations and notifications at all times. Officers shall acquire
appropriate knowledge of the legal requirements relating to their
duties and responsibilities sufficient to enable them to recognize
potential dangers and to know when to seek advice from the Board of
Directors or any person / Committee designated for this purpose. Any
Officer who is unfamiliar or uncertain about the legal
rules/requirements involved should consult the legal department of
the Company before taking any action that may jeopardize the Company
or that individual.
Privacy and Confidentiality:
“Confidential information” includes all trade related information,
trade secrets, confidential and privileged information, buyer /
customer information, employee related information, strategies,
commercial, administration, technical, legal, scientific and
research information that are provided to or made available to the
Officer of the Company or that the Officer is able to know or has
obtained access by virtue of his employment or position with the
All Officers 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 use of confidential information for his /her
own advantage or profit is strictly prohibited.
Compliance with Code of Conduct:
All Officers of the Company must comply with this Code in letter and
spirit. Any Officer, who knows of or suspects of a violation of
applicable laws, rules or regulations or this code of conduct, must
immediately report the same to the Board of Directors or any
designated person/committee thereof. Such person should as far as
possible provide the details of suspected violations with all known
particulars relating to the issue. The Company recognizes that
resolving such problems or concerns will advance the overall
interests of the Company that will help to safeguard the Company’s
assets, financial integrity and reputation.
Violations of this code of Ethics will result in appropriate
disciplinary action, which may even include termination of services
of the employee. The Company’s Board or any Committee / person
designated by the Board for this purpose shall determine appropriate
action in response to violations of this code of Ethics.
Board has already adopted code of conduct for Insider trading called
“Code of conduct for prevention of insider trading”. All officers of
BAL shall comply with code of conduct and take prior approval from
the appropriate authority where ever required.
Waiver and Interpretation of Code:
This code is subject to modification by continuously reviewing and
updating. The Board of Directors or any designated person /
committee has the authority to amend or waive compliance with this
Code for any Officer of the Company. An Officer seeking waiver of
this Code shall make full disclosure of the particular circumstances
to the Board or the designated person / committee.
Any question or interpretation under this Code of Conduct and Ethics
will be handled by the Board or any person / committee authorized by
the Board and its interpretation shall be final and binding on all
the Officers of the Company.
All the disclosure required to be made under this code should be
made either to the Board or person authorized by the Board in this
regard. And also information clarification can be sought from the
Code of Conduct for Senior Financial Officers:
Honesty, integrity and sound judgment of the senior financial
officers is fundamental for the success and reputation of BAL group.
The professional and ethical conduct of the senior financial
officers is essential to the proper functioning of the Company. The
senior finance officers as well as directors of the company shall be
bound by the following code of ethics:
- Act with honesty and integrity, avoiding actual or apparent
conflict of interests between personal, financial and professional
- Promote ethical and honest behavior within the company and its
- Make full, fair, accurate, timely and understandable disclosure
in reports and documents that the company files with, or submits or
makes periodically to the shareholders, government authorities and
to the public.
- Maintain the knowledge and skills that are necessary and relevant
to the Company’s needs, at all times.
- Comply with the governmental laws, rules, regulations and
notifications applicable to the Company’s business.
- Disclose to the Board or any committee / officer designated by
the Board for this purpose, any material transaction or relationship
that reasonably could be expected to give rise to any violations of
the code including actual or apparent conflicts with the interests
of the Company.
- Promote prompt reporting or violations of the code of conduct to
the Board of Directors or any person / committee designated for this
purpose as may be necessary.
- Respect the confidentiality of information acquired in the course
of employment unless legally obliged to disclose and ensure that no
such confidential information is used for personal advantage /
- Act in good faith, responsibility, with due care, competence and
diligence without misrepresenting material facts.
- Refrain from any inappropriate or undue influence of any kind in
all dealings with independent auditors, and avoid actual or apparent
conflicts with analysis.
- Achieve responsible use of and control over all assets and
resources employed or entrusted to them.
This Code applies to the principal officers and all the employees in
the finance and accounts function in BAL Group. All senior financial
officers should abide by and adhere to the Code. Any violation of
the code will result in appropriate disciplinary action including
dismissal from the services of the Company.
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