Elucidate the following: Code of Conduct.

CS Professional · Ethics, Governance and Sustainability · PYQS · December 2016
Elucidate the following: Code of Conduct.

Answer & Explanation:

The Code of Conduct or the Code of Business Conduct contains standards of business conduct that must guide actions of the Board of Directors and Senior Management of the company. A code of conduct is a written document that may contain some inspiration statements but usually specifies acceptable or unacceptable types of behavior. A code of conduct is more akin to a regulatory set of rules and as such tends to elicit less debate about specific actions. The code of conduct may include the following: Company Values Avoidance of Conflict of Interests Accurate and timely disclosure in reports and documents that the company files before Government agencies as well as in the company's other communications Compliance of applicable laws, rules and regulations including Insider Trading Regulations Maintaining confidentiality of the company affairs Standards of business conduct for the company's customers, communities, suppliers, shareholders, competitors, employees Prohibition for the Directors and senior management from taking corporate opportunities for themselves or their families Review of the adequacy of the Code annually by the Board No authority to waive off the Code should be given to anyone in any circumstances. Regulation 17(5) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 provides that the board shall lay down a code of conduct for all Board members and senior management of the Listed Entity. The code of conduct shall be posted on the website of the Listed Entity. All Board members and senior management personnel shall affirm compliance with the code on an annual basis. The Annual Report of the Listed Entity shall contain a declaration to this effect signed by the CEO. The Code of Conduct of a company shall suitably incorporate the duties of Independent Directors as laid down in the Section 149(8) of the Companies Act, 2013 which provides that the company and the Independent Directors shall abide by the provisions specified in Schedule IV.

Topics: Corporate Governance

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