CODE OF CONDUCT FOR SENIOR MANAGEMENT AND EMPLOYEES

COMPLIANCE MONITORING AND REPORTING

The success of this Code lies in its implementation and periodic review. The Corporate Governance Cell and the Board of Directors of the Company will be responsible for ensuring that these principles are properly communicated to and understood by all to whom these are addressed.

As these are broad guiding principles. detailed procedures will be laid down by each Business Unit within the Company to suit its individual needs. Every employee of the Company to whom this Code applies will be required to formally acknowledge that having received and understood the Code, he/she will abide by its prescriptive principles.

There will, most certainly, be doubts, for which clarifications will be required. Employees are encouraged to seek these clarifications from the Corporate Governance Cell, and be watchful of situations that could result in an impropriety.

The Corporate Governance Cell will be responsible for monitoring compliances with the provisions of this Code. The Corporate Governance Cell shall review the provisions of the Code from time to time and suggest such amendments, as it considers necessary for the Code to be relevant in changing circumstances.

Employees are expected to report any non-compliance or potential non-compliance to the Corporate Governance Cell, which promises complete confidentiality in respect of matters referred to it.

Compliance with the Code is mandatory at all levels. Cases of non-compliance will be referred to a Disciplinary Committee, which shall recommend the nature of punitive action.