Code of Conduct for Directors requires conflict disclosure, regulatory compliance and prioritising investor protection in depository governance. Directors must disclose and refrain from participating in matters of conflict, ensure accurate minutes and timely meetings, and public interest directors must meet attendance and separate consultation requirements. Directors must engage in strategic planning, ensure compliance with securities and depository laws and Board directions, support timely corrective action, and not endorse decisions adverse to investors. Duties include prioritising investor grievance redressal, submitting disclosures of holdings, maintaining confidentiality and integrity, avoiding acts undermining independence, and meeting professional standards in the discharge of duties.