The Board of Directors of Gautam Exim Limited is committed to manage the affairs of the
Company in a fair, transparent and ethical manner keeping in view the needs and interest of
all stakeholders. The Company upholds the basic doctrine of Corporate Governance and to
put in place a framework for prohibition of insider trading in securities and to strengthen the
legal framework of the Company by prohibiting and regulating such activities within the
Regulation 8 of The SEBI (Prohibition of Insider Trading) Regulations, 2015 (“Insider
Regulations”) prescribe all listed Companies to formulate and publish on its official websites
a ‘Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive
information’ (“Code of Fair Disclosure”) as per Schedule A of the Insider Trading Regulations.
- 1.1 SEBI vide its Circular No. LAD-NRO/GN/2014-15/21/85 dated 15.01.2015 has
introduce the insider trading Regulations effective from 15.05.2015
- 1.2 Regulation 8 of SEBI (Prohibition o f Insider Trading) Regulations, 2015 provides for
the Code of Fair Disclosure.
- 1.3 The Code of Fair Disclosure shall be applicable to the Promoters, key Managerial
Personnel, Board Members and Employees of the Company.
2. DISCLOSURE OF UNPUBLISHED PRICE SENSITIVE INFORMATION
- 2.1 The Company will make Prompt public disclosure of unpublished price sensitive
information in relation to the Company that would impact price discovery of the
securities of the Company no sooner than credible and concrete information comes
into being in order to make such information generally available.
- 2.2 The Company will ensure uniform and universal dissemination of unpublished price
sensitive information in relation to the Company in order to avoid selective
- 2.3 The Compliance Officer of the Company shall act as the Chief Investor Relations
Officer to deal with dissemination of information and disclosure of unpublished price
sensitive information in relation to the Company.
- 2.4 The Company will make efforts to promptly disseminate any unpublished price
sensitive information in relation to the Company that gets disclosed sensitivity,
inadvertently or otherwise to make such information generally available.
- 2.5 The Company will endeavour to provide appropriate and fair response to queries on
news reports and requests for verification of market rumours by regulatory
- 2.6 The Company will ensure that information shared with analysts and research
personnel is not unpublished price sensitive information in relation to the Company.
- 2.7 The Company will develop best practices to make transcripts or records of
proceedings of meetings with analysts and other investor relations conferences on
the Company’s website www.gautamexim.com to ensure official confirmation and
documentation of disclosures made.
- 2.8 The Company executive will handle all unpublished price sensitive information on a
- 2.9 Sharing of information with partners, collaborators, lenders, customers, suppliers,
merchant bankers, legal advisors, auditors, insolvency professionals, other advisors or
consultants, shall be considered as "legitimate purposes" for the purpose of sharing
unpublished price sensitive information in the ordinary course of business by an
insider, provided that such sharing has not been carried out to evade or circumvent
the prohibitions of the PIT regulations.
- 2.10 A structured digital database shall be maintained containing the names of such
persons or entities as the case may be with whom information is shared for
legitimate purposes along with the Permanent Account Number or any other
identifier authorized by law where Permanent Account Number is not available.
Adequate and effective system of internal .controls will also be laid out to ensure the
compliance of maintenance of a digital database for sharing the information for said
- 2.11 Any person in receipt of unpublished price sensitive information pursuant to a
"legitimate purpose" shall be considered an "insider" for purposes of SEBI PIT
regulations and such persons are also required to ensure the confidentiality of
unpublished price sensitive information shared with them, in compliance with SEBI
The Board of Directors of the Company may amend, abrogate, modify or revise any of or all
clauses of this code in accordance with the applicable provisions of the regulations, listing
agreement and guidance note issued by stock exchanges.
( Note: Clauses 9 to 11 incorporated pursuant to SEBI (Prohibition of Insider Trading).
(Amendment) Regulations, 2018 shall come into effect from 1 April, 2019 ).