Clause 49 (1)(D) of the Listing Agreement with the Stock Exchanges stipulates that every listed Company shall lay down a “Code of Conduct” for all Directors on Board and Senior Management personnel of the Company. Also, Clause 49 (D) (ii) of the aforesaid clause mentions that all Directors on Board and Senior Management personnel of the Company shall affirm compliance with the said on annual basis.

Applicability

This Code of Conduct shall apply to all the Directors on Board (both Whole time and Independent / Non-Executive) and to Senior Management personnel of Aanjaneya Lifecare Limited (“the Company”).

The term “Senior Management” shall mean personnel of the Company who are Members of core management team excluding the Board of Directors. Normally this would comprise of all Members of management one level below the Executive Directors, including all Functional Heads.

Accountability

The Directors on Board/Senior Management personnel shall act in good faith while discharging their duties towards the Company. They shall be ethical, honest and diligent in performing their duties and work. Also, they shall act in the best interests of the Company and its shareholders.

Conflict of Interest

The Directors on Board/Senior Management personnel shall not engage in any business, relationship or activity, which may be in conflict with the interests of the Company.

Corporate Opportunity

The Directors on Board/Senior Management personnel shall be prohibited from taking any personal opportunities directly or indirectly that belongs to the Company; from using the Company’s property, information or position for personal advantage or causing detriment to the Company; except with the prior approval of the Board.

Gifts and Donations

The Directors on Board/Senior Management personnel shall not accept any gifts, or inducements where the value of such could make it appear that the person giving is attempting to influence the Directors on Board/Senior Management personnel to gain advantage. They shall neither receive nor offer or make, directly or indirectly, any illegal payments, remuneration, gifts, donations or comparable benefits that are intended, or perceived, to obtain uncompetitive favours for the conduct of the Company’s business.

Compliance

The Directors on Board/Senior Management personnel shall always comply with all the applicable laws, rules and regulations in the home country and other countries where the Company operates at a given point of time. They shall also comply with all the internal rules, codes & procedures of the Company.

Confidential Information

Any information concerning the company’s business, its customers, suppliers, etc., which is not in the public domain and to which the Directors on Board/Senior Management personnel have access or possess such information shall be considered confidential and held in confidence, unless authorized to do so and when disclosure is required under any law. They shall not provide any information either formally or informally, to the press or any other publicity media, unless specially authorized to do so.

Team Work Spirit

The Directors on Board/Senior Management personnel shall work in a way to build a team work spirit amongst themselves, which would be highly appreciated. They shall make efforts to initiate, build and maintain togetherness amongst everyone in the Company as this collaborative working helps the Company to grow and develop.

Affirmation of Compliance with the Code of Conduct

All the Directors on Board/Senior management personnel shall annually affirm compliance with this Code of Conduct. New Directors shall sign and affirm the same at their time of joining.

Amendment

This Code of Conduct is subject to amendments, modifications and variations as may be deemed necessary in the interests of the Company by the Board of Directors only in the Board Meeting.

As a Director on Board/Senior Management Personnel, I hereby acknowledge that I have received and read the Company’s Code of Conduct. I understand that it is my responsibility to consult the Chief Executive Officer/Chairman if I have any questions regarding the provisions of the Code. I understand and agree that as a Director/Senior Management Person, it is my responsibility to promote the application of this Code.