The
functioning of IMPAL is based on ethical business practices,
absolute customer satisfaction, high integrity &
good corporate governance. The Board of Directors (the
Board) has now adopted a code of conduct (the code)
for the Directors and members of Senior Management of
IMPAL .
Each Director and member of the Senior
Management of the Company declares that he would |
| 1. |
act
with honesty, integrity and fairness in the interest of
the stakeholders of the Company, |
| 2. |
take
utmost care and due diligence in the performance of his
duties of office and in exercise of the powers attached
to his office, |
| 3. |
recognize
that confidential information received in the course of
exercise of his duties is not disclosed to anyone, unless
such disclosure is authorized by the Company, |
| 4. |
not allow
his personal interests or the interests of any associated
person, to conflict with the interests of the Company, |
| 5. |
not conduct
himself in a manner which is likely to bring discredit
to the Company, |
| 6. |
not make
any improper use of the information obtained in the course
of exercise of discharge of his duties with the Company, |
| 7. |
be independent
in judgement and actions, |
| 8. |
take
all reasonable steps to protect the assets of the Company
and ensure their efficient use for legitimate purposes
of the business and |
| 9. |
recognize
his obligation, at all times, to comply with the spirit
and letter of law and with the principles of this Code. |
| Duties of Independent Directors |
| 10. |
Undertake Appropriate induction and Regularly Update and Refresh their Skills, Knowledge and familiarity with the Company. |
| 11. |
Seek Appropriate Clarification or amplification of information and, Where Necessary, take and follow Appropriate Prefessional Advice and Opinion of
Outside Experts at the Expense of the Company. |
| 12. |
Strive to attend All Meetings of the Board of Directors and of the Board Committees of Which he is a member. |
| 13. |
Participate Constructively and Actively in the Committees of the Board in Which they are Chairpersons or Members. |
| 14. |
Strive to attend the general meetings of the company; |
| 15. |
Where they have concerns about the running of the company or a proposed action, ensure that these are addressed by the Board and ,to the extent that they
are not resolved, insist that their concerns are recorded in the minutes of the Board meeting; |
| 16. |
Keep themselves well informed about the company and the external environment in which it operates; |
| 17. |
not to unfairly obstruct the functioning of an otherwise proper board of committee of the Board. |
| 18. |
pay sufficient attention and ensure that adequate deliberations are held before approving related party transcations and assure themselves that the same
are in the interest of the company. |
| 19. |
ascertain and ensure that the company has an adequate functional vigil mechanism and ensure that the interests of a person who uses such mechanism are not
prejudicially affected on account of such use; |
| 20. |
report concerns about unethical behaviour,actual or suspected fraud or violation of the company's code of conduct or ethics policy. |
| 21. |
acting within his authority,assist in protecting the legitimate interests of the company,shareholders and its employees. |
| 22. |
not disclose confidential information, includeing commercial secrets, Technologies advertising and sales promotion plans, unpublished proce sensitive
information, unless such disclourse is expressly approved by the Board or required by law.
|
