The Code of Ethics envisaged for Grow Safe (Private) Limited (GSPL) is as under:
Introduction
- This Code is established on the basis that unless a limitation is specifically stated, the objectives and fundamental principles are equally valid for all employees.
- This Code applies to all employees, including directors, management, and support staff.
- An employee is distinguished by certain characteristics including:
- Expertise in a particular ability or skill, acquired by training and education.
- Acceptance of a duty to society as a whole in addition to duties to the organization and employer.
- An outlook which is essentially objective.
- Rendering professional services to a high standard of conduct and performance.
- The specialized knowledge, training, and experience required to be a proficient employee and the nature of the services that are rendered ordinarily make performance of such services a valuable asset for the organization, which goes a long way in training subordinates and imparting skills to those working directly and indirectly under a superior.
1) Code of Professional Conduct
The Company’s main line of business is management of strategic investments as well as investment in listed securities, which gives it fiduciary responsibilities and access to market-sensitive information. The Company expects all employees to apply internationally accepted norms of professional conduct and, wherever in doubt with regard to the interpretation of any rules or law, the more conservative view will be taken. It is essential that all employees adhere to a very strict Code of Professional Conduct.
1.1. Code for GSPL
GSPL at all times shall implement, maintain, and follow policies that do not contain any exaggerated statement about the performance of the company or mislead the investor about the capabilities to render certain services or their achievements. GSPL commits to transparent communications with all stakeholders, ensuring an accurate representation of the company’s performance.
The company wishes to promote social causes and may allocate a budget from time to time for supporting social development. Employees are encouraged to bring good causes to the company’s attention.
GSPL is an “equal opportunity employer,” i.e., it will not give any preference simply because of the gender, religion, or ethnic background of an employee for employment or advancement. All employment and advancement in the company will be purely on merit and suitability for the position.
GSPL, being an equal opportunity employer, prohibits any sexual harassment and will deal with such cases according to the Protection Against Harassment of Women at the Workplace Act 2010. The Act is placed on the Company’s website for awareness and compliance by all employees.
1.2. Code for Employees
Every staff member is expected to understand the implications of reputational and operational risk, act with integrity, and strictly adhere to the code of conduct. Mandatory training sessions on ethics, compliance, and reporting mechanisms will be provided to all employees.
Employees shall not indulge in front running (buying or selling of any securities ahead of the transaction of the company with access to non-public, material information that could provide an unfair advantage).
Employees shall not indulge in self-dealing (using their position to engage in transactions with the company for unfair personal benefit).
Employees shall not engage in any act, practice, or course of business connected to the purchase or sale of any security held or to be acquired by the company that is fraudulent, deceptive, or manipulative. Clarification will be provided on what constitutes fraudulent, deceptive, or manipulative practices to avoid ambiguity.
Employees shall not engage in:
- Creating a false market
- Price rigging or manipulation
- Passing of price-sensitive information to brokers, members of stock exchanges, or others in capital markets
- Insider trading, with an emphasis on the legal consequences of such actions.
Employees shall not participate in tax evasion activities.
Employees shall avoid actions or inactions that knowingly result in the contravention of laws, regulations, or the constitutive documents of the Company.
Employees may only engage in trading or dealing in financial markets as permitted by the Employees’ Securities Trading Policy.
Employees must maintain confidentiality regarding the company’s operations, systems, rules, personnel policies, and investment techniques unless disclosure is required by law or company policy. Compliance with relevant data protection laws (e.g., GDPR, where applicable) is mandatory.
Employees must not divulge any shareholder-related information unless:
- The investor has given prior written consent, or
- Disclosure is compelled by law, or
- Disclosure is necessary to protect the company’s assets.
Employees shall avoid activities that involve taking assignments for profit or where there is a potential conflict of interest, except for social or charitable purposes.
GSPL is an “equal opportunity employer” and will not give preference based on gender, religion, or ethnicity. All employment decisions will be based on merit.
Bribes or facilitation payments are strictly prohibited. Examples will be provided to clarify what constitutes such actions.
The organization and its employees must remain free from interests that may compromise integrity, objectivity, or independence.
1.3. Contravention of Laws and Regulations
The Company endeavors to comply with all applicable laws and regulations and adheres to high standards of corporate governance. Under the Code of Professional Conduct, employees are required to report any action or inaction by the company that may contravene laws or regulations. Failure to report known violations may result in disciplinary action.
2) Disciplinary Action
Employees are expected to maintain professional discipline and comply with company rules. Failure to do so may result in disciplinary actions, including termination of employment.
Acts of misconduct include, but are not limited to:
- Breach of the Code of Professional Conduct
- Insubordination or disobedience of reasonable orders
- Theft, fraud, or dishonesty
- Willful damage to company property
- Bribery
- Negligence
- Making unauthorized commitments on behalf of the company
- Engaging in other businesses without company permission
- Disorderly behavior
- Unauthorized absence or habitual lateness
- Conviction for criminal activity
2.1. Delegation of Authority
- Authority will be exercised as per the Delegation of Authority document circulated separately.
2.2. Company Procedures
- The company’s operational procedures will be updated and circulated as needed and must be followed in both letter and spirit.