TaxTMI 
TaxTMI 
Minimum Standards for Code of Conduct to Regulate, Monitor and Report Trading by Insiders
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....ormation shall be handled within the organisation on a need-to-know basis and no unpublished price sensitive information shall be communicated to any person except in furtherance of ^5[****] legitimate purposes, performance of duties or discharge of ^5A[****] legal obligations. The code of conduct shall contain norms for appropriate Chinese Walls procedures, and processes for permitting any designated person to "cross the wall". 3. ^6[Designated Persons and immediate relatives of designated persons] in the organisation shall be governed by an internal code of conduct governing dealing in securities. ^7[****] 4. ^22[(1)] Designated persons may execute trades subject to compliance with these regulations. Towards this end, a notional tra....
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....re undertaken in accordance with respective regulations made by the Board such as acquisition by conversion of warrants or debentures, subscribing to rights issue, further public issue, preferential allotment or tendering of shares in a buyback offer, open offer, delisting offer ^27[or transactions which are undertaken through such other mechanism as may be specified by the Board from time to time].] 5. The timing for re-opening of the trading window shall be determined by the compliance officer taking into account various factors including the unpublished price sensitive information in question becoming generally available and being capable of assimilation by the market, which in any event shall not be earlier than forty-eight hours aft....
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....e disgorged for remittance to the Board for credit to the Investor Protection and Education Fund administered by the Board under the Act. ^12[Provided that this shall not be applicable for trades pursuant to exercise of stock options.] 11. The code of conduct shall stipulate such formats as the board of directors deems necessary for making applications for pre-clearance, reporting of trades executed, reporting of decisions not to trade after securing pre-clearance, ^13[****] and for reporting level of holdings in securities at such intervals as may be determined as being necessary to monitor compliance with these regulations. ^28[12. Without prejudice to the power of the Board under the Act, the code of conduct shall stipulate the ....
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....terial financial relationship" shall mean a relationship in which one person is a recipient of any kind of payment such as by way of a loan or gift ^25[from a designated person] during the immediately preceding twelve months, equivalent to at least 25% ^26[of the annual income of such designated person,] but shall exclude relationships in which the payment is based on arm's length transactions.] ^21[15. Listed entities shall have a process for how and when people are brought 'inside' on sensitive transactions. Individuals should be made aware of the duties and responsibilities attached to the receipt of Inside Information, and the liability that attaches to misuse or unwarranted use of such information.] **************** ....
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....12-2018 w.e.f. 01-04-2019 before it was read as "The trading window shall also be applicable to any person having contractual or fiduciary relation with the company, such as auditors, accountancy firms, law firms, analysts, consultants etc., assisting or advising the company." 10. Omitted vide SEBI/LAD-NRO/GN/2018/59 Dated 31-12-2018 w.e.f. 01-04-2019 before it was read as "No designated person shall apply for pre-clearance of any proposed trade if such designated person is in possession of unpublished price sensitive information even if the trading window is not closed." 11. Omitted vide SEBI/LAD-NRO/GN/2018/59 Dated 31-12-2018 w.e.f. 01-04-2019 before it was read as, "7. The compliance officer shall confidentially mai....