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CODE OF CONDUCT FOR THE
EXECUTIVES IN SENIOR MANAGEMENT OF
GUJARAT INDUSTRIES POWER CO. LTD.
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| Corporate Business Opportunities |
| A corporate business opportunity is
an opportunity : |
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(1) |
in the
Company’s line of business or proposed
expansion or diversification; |
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(2) |
which the
Company is financially able to undertake;
and |
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(3)
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which may be
of interest to the Company. |
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An Executive in ‘Senior Management’ of the
Company who learns of such a corporate business
opportunity and who wishes to participate in it
should disclose the opportunity to the Managing
Director. If the Managing Director determines
that the Company does not have an actual or
expected interest in the opportunity, then, and
only then, may the Executive participate in it,
provided that the Executive in senior management
of the Company has not wrongfully utilized the
Company's resources in order to acquire the
opportunity.
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| Executives in ‘Senior Management’ of
the Company owe a duty to the Company to advance the
Company's interests when the opportunity to do so
arises. Executives in senior management of the
Company may not: |
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(1) |
take for
themselves personally opportunities that are
discovered through the use of Company
property or information or through his/her
position; |
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(2) |
use the
Company's property or information or the
position for personal gain; or |
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(3)
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compete
with the Company, directly or indirectly,
for business opportunities that the Company
is pursuing. |
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Conflicts of Interest |
Executives in ‘Senior Management’ of the Company
are expected to dedicate their best efforts to
advancing the Company's interests and to make
decisions that affect the Company based on the
Company's best interests and independent of
outside influences.
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A conflict of interest occurs : |
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a. |
When an
Executive in ‘Senior Management’ of the
Company takes action or has interests that
may make it difficult to perform his or her
work objectively and effectively; |
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b. |
The
receipt of improper personal benefits by a
member of his or her family as a result of
one's position in the Company; |
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c. |
Any outside
business activity that detracts an
individual's ability to devote appropriate
time and attention to his or her
responsibilities with the Company; |
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d. |
The receipt of
non-nominal gifts or excessive entertainment
from any person/company with which the
Company has current or prospective business
dealings; |
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e.
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Any
significant ownership interest in any
supplier, customer, development partner or
competitor of the Company; |
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f.
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Any consulting
or employment relationship with any
supplier, customer, business associate or
competitor of the Company. |
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Executives in ‘Senior Management’ of the Company
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 disclosure of all facts and
circumstances thereof to the Managing director
or any Committee / officer nominated for this
purpose by the Board and a prior written
approval should be obtained. |
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