IFB Corporate

IFB agro Industries Limited is committed to operating its business with highest level of business ethics and in accordance with the applicable laws and regulations. This code form an integral part of the Company's governanve policy. This code is intended to provide giudance and help in recognizing and dealing with ethical issues, provide mechanism to deal with unethical conduct. However, this code is not an exhaustive narration of duties, obligations and rights of a director/ senior management of the Company but broadly provides certain guidelines to be followed by a director/ senior management of the company.

Applicability
The code is applicable to all the directors of IFB Agro Industries Ltd. and also for senior management, which shall include all divisional/ functional/ departmental/ business heads by whatever name called.

Conflict of Interest
All directors and senior management should avoid situations in which their personal interest could conflict with the interest of the Company. The Directors/ senior management should be scrupulous in avoiding ‘conflicts of interest’ with the Company. In case there is likely to be a conflict of interest, he/ she should make full disclosures of all facts and circumstances thereof to the Board of directors or any committee/ officer nominated for this purpose by the Board and a prior written approval should be obtained.

Applicable Laws
The Directors of the Company and senior management must comply with applicable laws, regulations, rules and regulatory orders. They should report any inadvertent non-compliance, if detected subsequently, to the concerned authorities.

Disclosure Standards
The Company shall make full, fair, accurate, timely and meaningful disclosures in the periodic reports required to be filed with Government and Regulatory agencies. The members of Senior Management of the Company shall initiate all actions deemed necessary for proper dissemination of relevant information to the Board of Directors, Auditors and other Statutory Agencies, as may be required by applicable laws, rules and regulations.

Honest and Ethical Conduct
The Directors/ senior management shall act in accordance with the highest standards of personal and professional integrity. They shall act and conduct themselves free from fraud and deception.
Corporate Opportunity
The Directors/ senior management shall not exploit for their personal gain, opportunities that are discovered through use of Company property, information or position, unless the opportunity is disclosed fully in writing to the Company’s Board of Directors and the Board declines to pursue such opportunity.

Confidentiality
The Directors/ senior management shall maintain the confidentiality of confidential information of the Company or that of any valued customer/ collaborator/ supplier of the Company to whom the Company has a duty to maintain confidentiality, except when disclosures is authorized or legally/ statutorily mandated. The confidential information includes all non-public information that might be of use to competitors. The use of confidential information for his/ her own advantage or profits is also prohibited.

Fair Dealing
The Directors/ senior management shall deal fairly with customers, suppliers, competitors, employees and other stakeholders of the Company. They should not take unfair advantage of anyone through manipulation, concealment, abuse of confidential, trade secret information, misrepresentation of material facts, or any other unfair dealing practices.

Protection of assets
The Directors/ senior management shall be responsible for the proper use, protection and conservation of Company assets and resources. This includes Company properties, assets, and proprietary manufacturing processes, engineering designs, process technology, application knowledge, financial data, strategies, trade secrets, corporate information and other Company rights. Company assets are to be used solely to pursue and achieve Company goals and not for any personal benefit, unless approved by the Board.

Waivers
The Board of Directors of the Company must approve any waiver of any provision of this Code of Conduct for a member of the Company's Board of Directors or a member of the Senior Management in writing.

Violations of the code
Violations of this code of conduct will result in disciplinary action, which may even include termination of services of the employee. The Company's board or any committee designated by the Board for this purpose shall determine appropriate action in response to violations of this code of conduct.


	» Code of Conduct

	IFB agro Industries Limited is committed to operating its business with highest level of business ethics and in accordance with the applicable laws and regulations. This code form an integral part of the Company's governanve policy. This code is intended to provide giudance and help in recognizing and dealing with ethical issues, provide mechanism to deal with unethical conduct. However, this code is not an exhaustive narration of duties, obligations and rights of a director/ senior management of the Company but broadly provides certain guidelines to be followed by a director/ senior management of the company. Applicability The code is applicable to all the directors of IFB Agro Industries Ltd. and also for senior management, which shall include all divisional/ functional/ departmental/ business heads by whatever name called. Conflict of Interest All directors and senior management should avoid situations in which their personal interest could conflict with the interest of the Company. The Directors/ senior management should be scrupulous in avoiding ‘conflicts of interest’ with the Company. In case there is likely to be a conflict of interest, he/ she should make full disclosures of all facts and circumstances thereof to the Board of directors or any committee/ officer nominated for this purpose by the Board and a prior written approval should be obtained. Applicable Laws The Directors of the Company and senior management must comply with applicable laws, regulations, rules and regulatory orders. They should report any inadvertent non-compliance, if detected subsequently, to the concerned authorities. Disclosure Standards The Company shall make full, fair, accurate, timely and meaningful disclosures in the periodic reports required to be filed with Government and Regulatory agencies. The members of Senior Management of the Company shall initiate all actions deemed necessary for proper dissemination of relevant information to the Board of Directors, Auditors and other Statutory Agencies, as may be required by applicable laws, rules and regulations. Honest and Ethical Conduct The Directors/ senior management shall act in accordance with the highest standards of personal and professional integrity. They shall act and conduct themselves free from fraud and deception. Corporate Opportunity The Directors/ senior management shall not exploit for their personal gain, opportunities that are discovered through use of Company property, information or position, unless the opportunity is disclosed fully in writing to the Company’s Board of Directors and the Board declines to pursue such opportunity. Confidentiality The Directors/ senior management shall maintain the confidentiality of confidential information of the Company or that of any valued customer/ collaborator/ supplier of the Company to whom the Company has a duty to maintain confidentiality, except when disclosures is authorized or legally/ statutorily mandated. The confidential information includes all non-public information that might be of use to competitors. The use of confidential information for his/ her own advantage or profits is also prohibited. Fair Dealing The Directors/ senior management shall deal fairly with customers, suppliers, competitors, employees and other stakeholders of the Company. They should not take unfair advantage of anyone through manipulation, concealment, abuse of confidential, trade secret information, misrepresentation of material facts, or any other unfair dealing practices. Protection of assets The Directors/ senior management shall be responsible for the proper use, protection and conservation of Company assets and resources. This includes Company properties, assets, and proprietary manufacturing processes, engineering designs, process technology, application knowledge, financial data, strategies, trade secrets, corporate information and other Company rights. Company assets are to be used solely to pursue and achieve Company goals and not for any personal benefit, unless approved by the Board. Waivers The Board of Directors of the Company must approve any waiver of any provision of this Code of Conduct for a member of the Company's Board of Directors or a member of the Senior Management in writing. Violations of the code Violations of this code of conduct will result in disciplinary action, which may even include termination of services of the employee. The Company's board or any committee designated by the Board for this purpose shall determine appropriate action in response to violations of this code of conduct.

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