CODE OF BUSINESS CONDUCT
CODE OF BUSINESS CONDUCT AND ETHICS FOR BOARD MEMBERS AND SENIOR MANAGEMENT
1.1 This Code shall be called “The Code of Business Conduct & Ethics for Board Members and Senior Management” of MMTC Limited (hereinafter referred to as “the Company”)
1.2 The purpose of this Code is to enhance ethical and transparent process in managing the affairs of the Company.
1.3 This Code for Board Members and Senior Management has been framed specially in compliance of the provisions of Clause 49 of the Listing Agreement with Stock Exchanges and as per the Guidelines of DPE.
1.4 It shall come into force with effect from the 1st April 2011.
2.0 Definitions and Interpretations:
2.1 The term “Board Members” shall mean Directors on the Board of Directors of the Company including the Chairman & Managing Director of the Company.
2.2 The term “Whole-time Directors” or “Functional Directors” shall be the Directors on the Board of Directors of the Company including the Chairman & Managing Director of the Company who are in whole-time employment of the company.
2.3 The term “Part-time Directors” shall mean Directors on the Board of Directors of the Company who are not in whole time employment of the Company.
2.4 The term “Relative” shall have the same meaning as defined in Section 6 of the Companies Act, 1956.
2.5 The term “Senior Management” shall mean personnel of the Company who are members of its core management team excluding Board of Directors and would comprise all members of management, including all functional heads and personnel holding the position of General Manager/Chief General Manager/ Executive director / Chief Vigilance Officer.
2.6 The term “the Company” shall mean MMTC Limited
Note: In this Code, words importing the masculine gender shall include feminine gender and words importing singular shall include the plural or vice-versa.
3.1 This code shall be applicable to the following personnel:
a) All Whole-time Directors including the Chairman & Managing Director of the Company.
b) All Part-time Directors including Independent Directors under the provisions of law.
c) Senior Management
3.2 The Whole-time Directors and Senior Management should continue to comply with other applicable/ to be applicable policies, rules and procedures of the Company.
4.0 Contents of Code
Part I General Moral Imperatives
Part II Specific Professional Responsibilities
Part III Specific Additional Provisions for Board Members and Senior Management
This code is intended to serve as a basis for ethical decision-making in the conduct of professional work. It may also serve as a basis for judging the merit of a formal complaint pertaining to violation of professional ethical standards.
It is understood that some words and phrases in the code of ethics and conduct document are subject to varying interpretations. In case of any conflict, the decision of the Board shall be final.
PART – I
5.0 General Moral Imperatives
5.1 Contribute to society and human well being
5.1.1 This principle concerning the quality of life of all people, affirms an obligation to protect fundamental human rights and to respect the diversity of all cultures. We must attempt to ensure that the products of our efforts will be used in socially responsible ways, will meet social needs and will avoid harmful effects to health and welfare of others. In addition to a safe social environment, human well being includes a safe natural environment.
5.1.2 Therefore, all Board Members and Senior Management who are accountable for the design, development, manufacture and promotion of company’s products, must be to, and make others aware of, both a legal and a moral responsibility for the safety and the protection of human life and environment.
5.2 Be honest and trustworthy & practice integrity
5.2.1 Integrity and honesty are essential components of trust. Without trust an organization cannot function effectively.
5.2.2 All Board Members and Senior Management are expected to act in accordance with highest standards of personal and professional integrity, honesty and ethical conduct, while conducting business of the MMTC Limited.
5.3 Be fair and take action not to discriminate
5.3.1 The values of equality, tolerance, respect for others, and the principles of equity & justice govern this imperative. Discrimination, on the basis of race, sex, religion, caste, age, disability, national origins or other such factors, is an explicit violation of this Code.
5.4 Honour confidentiality
5.4.1 The principle of honesty extends to issues of confidentiality of information. The ethical concern is to respect all obligations of confidentiality to all stakeholders unless discharged from such obligations by requirements of the law or other principles of this Code.
5.4.2 All Board Members and Senior Management, therefore, shall maintain the confidentiality of all confidential unpublished information about business and affairs of the CPSE.
5.5 Pledge & Practice
5.5.1 To strive continuously to bring about integrity and transparency in all spheres of the activities.
5.5.2 Work unstintingly for eradication of corruption in all spheres of life.
5.5.3 Remain vigilant and work towards growth and reputation of the Company.
5.5.4 Bring pride to the organization and provide value-based services to Company’s stakeholders.
5.5.5 Do duty conscientiously and without fear or favour.
6.0 Specific Professional Responsibilities
6.1 Live the Vision, Mission and Values of MMTC – each day
Live the Vision, Mission and Values of MMTC Limited each day. For quick reference they are as under:
As the largest trading company of India and a major trading company of Asia, MMTC aims at improving its position further by achieving sustainable and viable growth rate through excellence in all its activities, generating optimum profits through total satisfaction of shareholders, customers, suppliers, employees and society.
- To be a leading International Trading House in India operating in the competitive global trading environment, with focus on bulk as core competency and to improve returns on capital employed.
- To retain the position of single largest trader in the country for product lines like Minerals, Metals and Precious Metals.
- To render high quality of service to all categories of customers with professionalism and efficiency.
- To provide support services to the medium and small scale sectors.
- To streamline system within the Company for settlement of commercial disputes.
- To promote development of trade-related infrastructure.
- Zeal to excel and zest for change
- Integrity and fairness in all matters
- Respect for dignity and potential of individuals
- Strict adherence to commitments
- Ensure speed of response
- Foster learning, creativity and team-work
- Loyalty and pride in the CPSE
6.1 Strive to achieve the highest quality, effectiveness and dignity in both the processes and products of professional work: - Excellence is perhaps the most important obligation of a professional. Everyone, therefore, should strive to achieve the highest quality, effectiveness and dignity in their professional work.
6.2 Acquire and maintain professional competence: Excellence depends on individuals who take responsibility for acquiring and maintaining professional competence. All are, therefore, expected to participate in setting standards for appropriate levels of competence, and strive to achieve those standards.
6.4 Compliance with Laws:- The Board Members and Senior Management of the MMTC Limited shall comply with all the applicable provisions of existing local, state, national, and international laws. They should also follow and obey the policies, procedures, rules and regulations relating to business of MMTC Limited.
6.5 Accept and provide appropriate professional review: Quality professional work depends on professional review and comments. Whenever appropriate, individual members should seek and utilize peer review as well as provide critical review of the work of theirs.
6.6 Manage personnel and resources to enhance the quality of working life:- Organizational leaders are responsible for ensuring that a conducive working and business environment is created for fellow employees to enable them delivering their best. The Board Members and Senior Management would be responsible for ensuring human dignity of all employees, would encourage and support the professional development of the employees of MMTC Limited by providing them all necessary assistance and cooperation, thus enhancing the quality of working.
6.7 Be upright and avoid any inducements:- The Board Members and Senior Management shall not, directly or indirectly through their family and other connections, solicit any personal fee, commission or other form of remuneration arising out of transactions involving Company. This includes gifts or other benefits of significant value, which might be extended at times, to influence business for the organization or awarding a contract to an agency, etc.
6.8 Observe Corporate Discipline:- The flow of communication within MMTC Limited is not rigid and people are free to express themselves at all levels. Though there is a free exchange of opinions in the process of arriving at a decision, but after the debate is over and a policy consensus has been established, all are expected to adhere and abide by it, even when in certain instances one may not agree with it individually. In some cases policies act as a guide to action, in others they are designed to put a constraint on action. All must learn to recognize the difference and appreciate why they need to observe them.
6.9 Conduct in a manner that reflects credit to the Company:- All are expected to conduct themselves, both on and off duty, in a manner that reflects credit to the Company. The sum total of their personal attitude and behavior has a bearing on the standing of Company and the way in which it is perceived within the organization and by the public at large.
6.10 Be accountable to Company’s stakeholders:- All of those whom we serve, be it our Customers, without whom the Company will not be in business, the Shareholders, who have an important stake in its business, the Employees, who have a vested interest in making it all happen, the Vendors, who support the Company to deliver in time and Society to which Company is responsible for its actions – are stakeholders of the Company. All, therefore, must keep in mind at all times that they are accountable to Company’s stakeholders.
6.11 Prevention of Insider Trading:- The Board Members and Senior Management shall comply with the code of Internal Procedures and conduct for prevention of Insider Trading in dealing with Securities of the Company.
6.12 Identify, mitigate and manage business risks:- It is everybody’s responsibility to follow the Risk Management Framework of the Company to identify the business risks that surround function or area of operation of the Company and to assist in the company-wide process of managing such risks, so that Company may achieve its wider business objectives.
6.13 Protect properties of the Company:- The Board Members and Senior Management shall protect the assets including physical assets, information and intellectual rights of the Company and shall not use the same for personal gains.