Code of Conduct for Senior Management and Directors

INTRODUCTION

The Code of Conduct (“the Code”) has been framed and adopted by the Ramgopal Polytex Limited (“the Company”) in compliance with additional guidelines on Corporate Governance by revising Clause 49 of the Listing agreement by Securities Exchange Board of India (SEBI).

APPLICABILITY

The Code is applicable to the following persons:

• Members of the Board of the Directors( “the Directors”), including non-executive and independent directors
• Units Heads
• Compliance Officer

CODE OF CONDUCT

The Directors and Unit Heads shall act in accordance with the highest standards of ethical conduct and professional integrity, to comply with all applicable laws, rules and regulations and abide by the code of conduct of the Company and other policies and procedures adopted by the Company.

The Directors and Unit Heads shall conduct the operations with honesty, integrity and openness with respect for the human rights and interests of the employees.

The Directors and Unit Heads shall similarly respect the legitimate interests of those with whom they have relationships both internal and external to the Company.

The Directors and Unit Heads shall avoid:

1. appropriating corporate business opportunities for themselves that are discovered through the use of Company property or information or their position as Directors or part of Unit Heads;
2. using company property or information for personal gain; and
3. competing with the Company.

The Directors and Unit Heads shall not accept or receive any gifts, offers, payments or favours in whatever form from any vendors, suppliers or customers.

The Directors and Unit Heads shall take all reasonable measures to protect the confidentiality of non-public information about the Company and to prevent the unauthorized disclosure of such information unless required by applicable law.

The Directors and Unit Heads shall comply with SEBI (Prohibition of Insider Trading) Regulations, 1992 with respect to the purchase and sale of the Company’s securities.

ANNUAL COMPLIANCE

The Directors and Unit Heads shall affirm compliance with the code on an annual basis in writing.

ACKNOWLEDGEMENT

Every Director and Unit Head to whom this Code applies will be required to formally acknowledge having received and understood the, Code; he/she will abide by its prescriptive principles.