Annual Report, 2016-17

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Ethics / Governance Policies
1. Code of Business Conduct and Ethics
In compliance with the Listing Regulations and the Companies
Act, 2013, the Company has framed and adopted a Code of
Business conduct and Ethics (‘the code’). The Company has
in place a comprehensive Code of Conduct applicable to all
employees and Directors. The code gives guidance and support
needed for ethical conduct of business and compliance of laws.
The code reflects the values of the Company viz. Company
value, Ownership Mind-set, Respect, Integrity, One team and
excellence.
A Code of Business Conduct and Ethics is available on the
Company website
CodeofBusinessConductethics.pdf
The code has been circulated to Directors and management
personnel.
All members of the Board, the executive directors and senior
officers have affirmed compliance to the Code as on 31st
March, 2017.
A declaration signed by the Company’s Chairman & Managing
Director is published in this report.
2. Insider Trading Code
The Company has adopted the Code of Conduct for Prevention
of Insider Trading and Code of Corporate Disclosure Practices
in accordance with the Securities and Exchange Board of India
(Prohibition of Insider Trading) Regulations, 2015. The code is
applicable to Promoters, Promoters Group, all Directors, Key
Managerial Persons and such other designated employees
who are expected to have access to unpublished Price Sensitive
Information relating to the Company. The Company Secretary
is the Compliance officer for monitoring the adherence to the
said regulations.
3. Policy on Material Subsidiary
The Company has adopted a policy on material subsidiaries. The
objective of this policy is to lay down criteria for identification
and dealing with material subsidiaries and to formulate a
governance framework for subsidiaries of the Company. The
policy on Material Subsidiaries is available on the website
of the Company
MaterialSubsidiaryPolicy-kajaria.pdf
4. Related Party Transaction Policy
In line with requirement of the Companies Act, 2013 and
Listing Regulations, your Company has formulated a Related
Party Transaction Policy. This policy is also available at
Company’s website at
RelatedPartyTransactionPolicy.pdf
The policy intends to ensure that proper reporting, approval and
disclosure processes are in place for all transactions between the
Company and related Parties. The policy specifically deals with
the review and approval of Material Related Party transactions
keeping in mind the potential or actual conflicts of interest that
may arise because of entering into these transactions.
Pursuant to the provisions of the Companies Act, 2013 and
Listing Regulations, a statement on all related party transactions
is presented before the Audit Committee on a quarterly basis
for its review.
5. Dividend Distribution Policy
Pursuant to the Regulation 43A of the Listing Regulations, the
Company adopted the Dividend Distribution Policy. The said
policy is uploaded at the Company’s website i.e. https://www.
The
details of the said policy are given as Annexure-A.
6. Risk Management Policy
The Company has adopted the Risk Management Policy and the
same is also uploaded at the website of the Company i.e. https://
7. Business Responsibility Report
Pursuant to the Regulation 34(2)(f) of the Listing Regulations,
the Business Responsibility Report describing the initiatives taken
by the Company from an environmental, social and governance
perspective in the format as specified by the SEBI is given as
Annexure- B. The Company has also framed and adopted the
Business Responsibility Policy and the same is uploaded at the
Company website at
agm_referencer/BusinessResponsibilityReport.pdf
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