PURPOSE:
The purpose of this Code is to serve as a guide to the Directors and officials of Steer Advisory Services Pvt Ltd. (“STEER”) on the principles of integrity, transparency, business ethics and to setup standards for compliance of Corporate Governance.
GUIDELINES:
The Directors and officials of STEER must act in good faith and in such manner as they reasonably believe to be in the best interests of the company. The Directors and officials are also expected to:
- Comply will all applicable laws, regulations, confidentiality obligations and other corporate policies, of the company.
- Follow all policies, procedures and internal control systems of the company.
- Act honestly, in good faith and in the best interests of the company.
HONESTY AND INTEGRITY:
All The Directors and officials of the company shall conduct their activities on behalf of the company and on their own behalf, with honesty, integrity and fairness. The Directors and officials of the company will act in good faith, responsibility, with due care, competence and diligence, without allowing their independent judgement to be subordinated. The Directors and officials of the company will act in the best interests of the company and fulfill the fiduciary obligations.
CONFLICT OF INTEREST:
The Directors and officials of the company should not enter into any transaction or engage in any practice, directly or indirectly, that would tend to influence him/her to act in any manner other than in the best interests of the company. Every Director and official should make a full disclosure to the Board of any transaction that they reasonably expect, could give rise to an actual conflict of interest with the company and seek the Board’s authorization to pursue such transactions.
COMPANY PROPERTY:
Every Director and official should endeavor to ensure that they use the company’s assets, proprietary information and resources only for the legitimate business purposes of the company and not for their personal gains.
CONFIDENTIAL INFORMATION:
The Directors and officials should maintain confidentiality of information entrusted to them in carrying out their duties and responsibilities. The matters discussed at the Board/Team meetings must not be disclosed outside appropriate and reasonable circles. The company’s confidential and proprietary information shall not be inappropriately disclosed or used for the personal gain or advantage of any Director. These obligations apply not only during a Director’s term, but thereafter as well unless the said information becomes public.
FAIR DEALING:
The Directors and officials should endeavor to deal fairly and not seek to take unfair advantage of the company through manipulation, concealment, abuse of privileged information, misrepresentation of material facts or any other unfair dealing.
COMPLIANCE WITH LAWS AND REGULATIONS:
The Directors and officials should comply with all the applicable laws, rules and regulations for the time being in force. In addition, if any Director becomes aware of any information that he believes constitutes evidence of a material violation of any securities, laws or regulations applicable to the company or the operation of its business, by the company, any employee or another Director, then such Director should bring such information to the attention of the Managing Directors of the company.
INSIDER TRADING:
None of the Directors or the officials shall derive any benefit nor assist others to driving benefit by giving investment advice from access to and possession of information about the clients of the company, which is not in public domain and constitutes insider information. All Directors and officials will comply with the SEBI (Prohibition of Insider Trading) Regulations, 2015, which is separately attached (effective from 1st April, 2017).
DUTIES OF DIRECTORS:
Every Director of the company shall endeavor to comply with the provisions of Section 166 of the Companies Act, 2016, relating to the duties of directors.
In addition, Independent Directors shall also perform the duties as prescribed in Schedule IV to the Companies Ac, 2013, as amended from time to time.
NON-COMPLIANCE:
Suspected violations of this Code may be reported to the Managing Director of the company. All reported violations shall be appropriately investigated. Any waiver of this code must be approved by the Board of Directors.