Code of Conduct

Purpose

This Code of Conduct (the “Code”) is to deter wrongdoing and promote ethical conduct.  The scope of area covered and matters mentioned in this Code are of the utmost importance to the company, shareholders, employees and all other associated or connected in anyway with the company.  Further the Code is essential to conduct the business in accordance with the ethical values.

Applicability

This Code of Conduct (the “Code”) is applicable to all the directors and members of the senior management of Avanti Feeds Limited and all its subsidiary companies whether listed or non-listed.

Honest and ethical conduct

It is expected that all directors and senior management officials shall act with the highest standards of personal and professional integrity, honesty and ethical conduct while representing the company.

Conflicts of interest

Ethical conduct includes the ethical handling of actual or apparent conflicts of interest between personal and professional relationships.  Conflicts of interest will occur whenever the prospect of direct or indirect personal gain may influence or appear to influence the officers’ judgment or actions  while discharging the official duties.

Compliance with all Acts, Laws, Rules and Regulations

All directors and senior management officials must comply with all applicable governmental laws, rules and regulations.  Violations of applicable laws, rules and regulations may subject directors, senior management officials to individual criminal or civil liability, as well as to disciplinary action by the company.

General

Directors and senior managers shall ensure:

1. that they use the company’s assets, properties and services for discharging their duties only or as per the terms of appointment.

2. that they are not induced for any personal benefits accruing/accrued directly/indirectly to them or their relatives or friends in the course of any transaction while representing the company which is intended or can be perceived as being given to gain favour for dealing with the company.

3. for security of all confidential information available to them in the course of discharging their duties.

4. that they are not engaged in any material business relationship or activity, which    conflicts in discharging their duties towards the company.

5. that they declare information about their relatives viz. spouse, children and parents to the company.

6. that they uphold the self-esteem and dignity of each other by creating open culture conductive for expression of views and ideas irrespective of hierarchy.

7. that they prohibit insider trading on shares and securities of the company and also other companies particularly when in possession of “material non-public information.”

8. that accurate business records and books of account are maintained with honest and factual transactions entered therein under various laws.

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