Asian Paints Hr Strategy

ASIAN PAINTS special encrypt OF CONDUCT FOR EMPLOYEES knave 1 of 11 Asian Paints Confidential 14 January 2011 1. INTRODUCTION Asian Paints Limited (the Comp every) is committed to good corporate governance and has consistently maintained its organisational culture as a remarkable confluence of high standards of Professionalism, Growth, and Building Shargonholder Equity with principles of Fairness, ethical motive and Corporate Governance in spirit. 2. APPLICABILITY OF THIS CODE Ethical business conduct is critical to our business.As an organisation, we have taken it upon us to stupefy down this code of Conduct for all(a) told our employees to uphold our loading to ethical conduct. All the employees of the participation and the employees of its subsidiaries argon therefore, pass judgment to watch and understand this encipher, uphold these standards in day-to-day activities, and succeed with all relevant laws rules and regulations and all applicable policies and procedure s adopted by the union that govern the conduct of its employees and to regard that the various stakeholders of the fraternity be aw are, understand and come with these standards.Nothing in this Code or in all(prenominal) related communications (verbal or written) thereto shall constitute or be construed to constitute a contract of employment for a defined term or a guarantee of confirmed employment. All the employees of the come with shall affirm compliance with the polity on an annual creation. 3. HONEST AND ETHICAL CONDUCT The friendship expects all the employees to act in consistency with the highest standards of ad hominem and professional integrity, honesty and ethical conduct, whenever the gilds business is being conducted or at any place where much(prenominal) employees are representing the phoner.The smart set considers honest conduct to be conduct that is put out from fraud or deception. The Company considers ethical conduct to be conduct conforming to the accepted professional standards of conduct. Ethical conduct includes ethical handling of actual or observable participations of interest between personal and professional relationships. Page 2 of 11 Asian Paints Confidential 14 January 2011 4. RELATIONSHIP WITH THE COMPANY affair of Interest The employees of the Company shall non generally engage in any business, relationship or legal action which might detrimentally conflict with the interest of the Company or any of its subsidiaries.The main areas of actual or potential conflicts of interest would include the following Financial interest of employees or his relatives, including the holding of an investment in the subscribed share capital of any familiarity or a share in any firm which is an actual or potential competitor, supplier, customer, distributor, joint venture or former(a) alliance ally of the Company. (The ownership of up to 1 per cent of the subscribed share capital of a publicly held friendship shall not ordinarily constitute a pecuniary interest for this bearing. ) A employee of the Company conducting business on behalf of his or her ompany, or being in a position to influence a decision with impress to his or her companys business with a supplier or customer of which his or her relative is a principal, ships officer or representative, resulting in a emolument to him/her or his/her relative. Notwithstanding that much(prenominal) or new(prenominal) instances of conflict of interest exist due to any historical reasons, adequate and full manifestation by the arouse employees should be made to the evil professorship tender-hearted Resources ahead any business amounting to an actual or potential conflict of interest is conducted.It is as well as incumbent upon every employee to make a full revealing of any interest which the employees or his/her immediate family relatives, (which would include parents, spouse and dependent children) may have in a company or firm which is a supplier, customer, distributor or has other business transaction with the Company before any business is conducted with such a supplier, customer, distributor or business associate.Every such disclosure as mentioned above shall be through in makeup and shall be submitted to the Vice electric chair Human Resources, who in consultation with the Company depository/ Compliance Officer and the Managing Director & CEO, go away devolve to the concerned employee to take necessary action, as advised, to resolve/ avoid the conflict, if any. Any employees duty to the Company demands that he or she generally avoids conflicts of interest. If a conflict of interest exists, the Company demands that he/she discloses actual and apparent conflicts of interest in the aforesaid manner.It is a conflict of interest to serve as a film director of any Company that competes with the Company. The Companys policy requires that an employee obtain prior approval from the Board of Directors and the Companys Audit Committee before accepting such a directorship. Prevention of spoof indemnity This policy applies to any irregularity, or suspected irregularity, involving employees as advantageously as vendors, contractors, customers and/ or any other entities having a business relationship with the Company. The term fraud comprises the use of Page 3 of 11Asian Paints Confidential 14 January 2011 deception with the intention of gaining an advantage, avoiding an obligation or causing release or has the potential to cause loss to the company by one or more individuals viz. management, employees or third parties. Fraud may include such acts as deception, bribery, forgery, extortion, corruption, theft, conspiracy, embezzlement, misappropriation, faithlessly representation, leakage of confidential and sensitive learning pertaining to the company, concealment of stuff facts and collusion.Any act of fraud or corruption in or against the Company or any fomentation to such fraud/ corruption lead not be tolerated. All employees are needful to promulgate frauds and suspicions of fraud. Knowing or wilful failure to cogitation any such matter shall be construed as connivance and may invite disciplinary action. All employees are also required to take the responsibility of detecting and preventing fraud in their areas of work and co-operate to the full in the internal checks and investigation of frauds. The Prevention of Fraud policy is available on Egloo at My HR Applications HR Helpdesk.Receiving and Giving Gifts and Favours All employees (including their immediate family member) shall not accept or give a bounty or favour of any nature from any supplier, vendor, dealer, contractor, customer, competitor or any business associate. This prohibition does not apply to routine two instruction exchange of normal business courtesies, which might reasonably be expected to be exchanged in the ordinary course of business. These courtesies include business lunch/di nner and exchange of company diaries and calendars, pens with company logotype and the like that are not lavish in any way.If a gift is inadvertently original it should be promptly returned with a polite note explaining that it is contrary to the Company policy. Any favour which is inadvertently veritable or extended is to be brought to the take down of the Vice President Human Resources immediately. In campaign of any favour being received or extended in the context of an emergency (e. g. checkup emergency), the event of such a favour being received or extended is to be brought to the notice of the reporting manager by the employee. A circular on policy regarding gifts has already been issued to all employees by Human Resources Department.The policy is available on Egloo at My HR Applications HR Helpdesk. All employees shall conform to the gift policy of the Company. Corporate Opportunities The employees may not exploit for their own personal gain opportunities that are o bserved through the use of corporate property, data or position, unless the chance is disclosed fully in writing in the manner as prescribed under this policy. Recruitment of Relatives Employees are prohibited from influencing the hiring/ recruitment of their relatives in any position with or without remuneration in the organisation.In the event of any relative seeking an opportunity to be employed with the organisation, the concerned employee shall certify the Vice President Human Resources. The recruitment shall be done as per the rules laid down therein by the Company in conformance with the standards set for recruitment of employees in the Company. Page 4 of 11 Asian Paints Confidential 14 January 2011 Local Rules and Regulations Employees are expected to follow all the rules and regulations laid down at their respective workplaces with regard to discipline, workplace timings, dress code, etc.These rules and regulations are made available to the employees at their respecti ve locations. Other Situations It would be impractical to attempt to list all attainable situations. If a proposed transaction or situation raises any questions or doubts they essential be fixed after consultation with the Vice President Human Resources. 5. HEALTH, SAFETY AND ENVIRONMENT The Company shall strive to fork over a safe and healthy working environment and comply, in the conduct of its business affairs, with all regulations regarding the delivery of the environment of the territory it operates in.The Company shall be committed to prevent the wasteful use of natural resources and play down any hazardous impact of the development, production, use and disposal of any of its products and services on the ecological environment. Company policy prohibits sexual harassment, harassment based on race, religion, national origin, ethnic origin, color, gender, age, citizenship, veteran status married status or a disability unrelated to the requirements of the position or any ot her basis protected by the central, state or local law or ordinance or regulation.If you deliberate that you have been harassed, submit a complaint to your own or any other company manager. In addition, if you believe you have been sexually harassed, you may submit a complaint to the Vice President Human Resources. The policy on Prevention of Sexual Harassment is available on Egloo at My HR Applications HR Helpdesk. 6. RESPECT FOR HUMAN RIGHTS The Company reiterates its belief in and adherence to the principles of human rights as enshrined in the oecumenical Declaration of Human Rights of the fall in Nations and to act in accordance with the principles laid down in it.It allow also respect and abide by the requirements, in this behalf, of the countries in which it operates. The Universal Declaration of Human Rights of the United Nations is available at the url http//www. un. org/en/documents/udhr/ 7. ACCOUNTING AND PAYMENT PRACTICES All transactions should be fully and accurat ely recorded in the Companys books and records in compliance with all applicable laws. All required nurture shall be accessible to the companys auditors and other authorized persons and government agencies.False or misleading entries, unrecorded silver or assets, or payments without appropriate supporting documentation and approval are strictly prohibited and violate Company policy and the law. There shall be no self-willed omissions of any company transactions from the books and records. Any willful material misrepresentation of and/or mis teaching of the financial accounts and reports shall Page 5 of 11 Asian Paints Confidential 14 January 2011 be regarded as a violation of the Code apart from inviting appropriate civil or sad action under the relevant laws.Additionally, all documentation supporting a transaction should fully and accurately describe the nature of the transaction and be processed in a timely fashion. Employees are required to ensure that they claims of reimbur sement of expenses are based on actual spends and are supported by valid documents as required. Any misrepresentation of facts, false claims or submission of invalid documents shall invite appropriate disciplinary action. 8. MAINTAINING AND MANAGING RECORDSThe purpose of this section is to set forth and convey the Companys business and legal requirements in managing records, including all recorded development regardless of medium or characteristics. These records include paper documents, CDs, computer hard disks, email, floppy disks, microfiche, microfilm or all other media. The Company is required by local, state, foreign and other applicable laws, rules and regulations to retain authentic records and to follow specific guidelines in managing its records. Company recordsThe results of operations and the financial position of the Company must be recorded in accordance with the requirements of law and generally accepted accounting principles. It is Company policy, as well as a requ irement of law, to maintain books, records and accounts that in reasonable detail accurately and fairly resile the business transactions and disposition of assets of the Company. The integrity of the Companys accounting and financial records is based on the accuracy and completeness of the basic information supporting entries to the Companys books of accounts.The employees involved in creating, processing and arrangement such information are held responsible for its integrity. Every accounting or financial entry should reflect exactly what is described by the supporting information. There must be no concealment of information from (or by) management, or from the Companys internal or independent auditors. No payment on behalf of the Company shall be approved or made with the intention or understanding that any part of such payment is to be used for any purpose other than that described by the documents supporting the payment.No false or misleading entries may be made in any books or records of the Company for any reason, and no fund, asset or account of the Company may be established, acquired or maintained for any purpose unless such fund, asset or account is mightily reflected in the books and records of the Company. No corporate funds or assets should be used for any unlawful or improper purpose. Revenue and expenses should be properly recognized on a timely basis. Assets and liabilities should be properly recorded and appropriately valued.Page 6 of 11 Asian Paints Confidential 14 January 2011 9. PROTECTING COMPANYS ASSETS AND CONFIDENTIAL INFORMATION Protecting company assets The assets of the company should not be misused but employed for the purpose of conducting the business for which they are duly authorised. These include tangible assets such as equipment and machinery, systems, facilities, materials, resources as well as intangible assets such as patents, handlemarks, proprietary information, relationships with customers and suppliers, etc.Confi dential Information The Companys confidential information is a valuable asset. The Companys confidential information includes product architectures formulations, trade secrets, manufacturing plans, names of vendors, raw materials used, prices of raw materials, source codes product plans and road maps names and lists of customers, dealers, and employees and financial information and any other information This information is the property of the Company and may be protected by patent, trademark, procure and trade secret laws.All employees are prohibited from disclosing such information. In case need arises, all confidential information must be used for Companys business purposes only. Every employee must safety it. This responsibility includes not disclosing the Company confidential information over the Internet or otherwise. The employees are also responsible for properly labeling any and all documentation shared with or correspondence sent to immaterial counsel as Attorney-Client Privileged.This obligation extends to confidential information of third parties, which the Company has rightfully received under NonDisclosure Agreements. Obligations of the employees with respect to Company Confidential Information are Not to disclose this information to persons within the Company or outside of the Company without prior approval of the Compliance Officer or Vice President Human Resources. Not to use this information for the employees own benefit or the benefit of persons outside of Company. Not to disclose this information to other Companys employees except on a need to know or need to use basis and then only with a hard statement that the information is confidential. Company confidential information is not always of a technical nature. such(prenominal) information can also include business research, new product plans, strategic objectives, any unpublished financial or pricing information, employee, customer and vendor lists and information regarding custome r requirements, preferences, business habits and plans.This list, while not complete, suggests the wide variety of information that needs to be safeguarded. If any employee, his or her obligation to protect Company confidential information continues. Page 7 of 11 Asian Paints Confidential 14 January 2011 All employees shall not use or proliferate information which is not available to the investing public and which therefore constitutes insider information for making or giving advice on investment decisions on the securities of the Company on which such insider information has been obtained.Such insider information might include the following acquisition and divestiture of businesses or business units financial information such as profits, earnings and dividends announcement of new product introductions or developments asset revaluations investment decisions/plans restructuring plans major allow and delivery agreements raising finances The Code of Conduct for Prevention of Insider Trading is applicable to Designated Employees as per the SEBI (Prevention of Insider Trading) Regulations.Its objective is to ensure protection of unpublished price-sensitive information and to ensure that the insiders and those covered by the Code of Conduct for Prevention of Insider Trading, who are or are deemed to be in possession of such information, abstain from transacting in the securities of the Company before the same has been communicated in public. The Code of Conduct for Prevention of Insider Trading is available in Egloo at My HR Applications HR Helpdesk. All employees are expected to read and understand the policy.The Designated Employees are required to read, understand and comply with the said policy and are also required to make necessary disclosures and declarations as specified in the policy. 10. DISCLOSURE TO THE STOCK EXCHANGES AND PUBLIC It is the Companys policy to provide full, fair, accurate, timely and understandable disclosure in reports and doc uments that are to be filed with or submitted to the stock exchanges where the Companys shares are listed, statutory government activity and in our other public communications.Accordingly, employees must ensure the compliance with such disclosure controls and procedures. All employees must also respect the confidentiality of information acquired in the course of ones work except when authorized or otherwise legally obligated to disclose. 11. RESPONDING TO INQUIRIES FROM THE PRESS AND OTHERS The requests for financial or business information about Company from the media, press, financial community, the Securities and Exchange Board of India or other regulators or the public must be referred to the Company Secretary/ Compliance Officer. Page 8 of 11Asian Paints Confidential 14 January 2011 12. COMPLIANCE WITH GOVERNMENT LAWS, RULES AND REGULATIONS All employees must comply with all applicable governmental laws, rules and regulations. The employees must acquire appropriate knowledge of the legal requirements relating to their duties sufficient to change them to recognize potential dangers, and to know when to seek advice from the Legal Department. If the ethical and professional standards set out in the applicable laws and regulations are below that of the code, then the standards of the code shall prevail. 13.SHAREHOLDERS The Company shall be committed to enhance shareowner value and comply with all regulations and laws that govern shareholders rights. The Board of Directors of the Company will duly and fairly inform its shareholders about all relevant aspects of the companys business, and disclose such information in accordance with the respective regulations. 14. training COMPETITION The Company will fully support the development and operation of competitive open markets and will promote the liberalization of trade and investment in each country and market in which it operates.The Company or its employee will not engage in restrictive trade practices, abu se of market lateralisation or similar unfair trade activities in order to secure commercial gain or advantage. The Company will support the development of laws that promote, encourage or result in fair competition. The Company expects all the employees to conduct themselves in accordance with the companys commitment to foster competition. 15. WHISTLE blower POLICYThe objective of this policy is to provide employees and Business Associates a framework and to establish a formal weapon or process whereby concerns can be raised in line with the Companys commitment to highest standards of ethical, moral and legal business conduct and its commitment to open communication. The Company shall provide protection to the employees from wrong work practices and irregularities as well as prevent discrimination or retaliation against employees and business associates who report irregularities and also the methods to encourage employees and Business Associates to report evidence of fraudulent activities.The employees can make Protected Disclosures to the Ethics Committee as per the procedure defined in the policy, on becoming aware of any illegitimate conduct or activity within 30 days after becoming aware of the same. The individuation of the Whistle Blower shall be kept strictly confidential. The Whistle Blower policy is available on Egloo at My HR Applications HR Helpdesk. Page 9 of 11 Asian Paints Confidential 14 January 2011 16. VIOLATIONS OF THE CODE It is a part of the employees job, and his/her ethical responsibility to help enforce this Code.The employees should be alert to possible violations and report this to the Compliance Officer or the Vice President Human Resources. The employees should cooperate in any internal or external investigations of possible violations. Actual violations of law, this code, or other Company policies or procedures, should be promptly reported to the Compliance Officer or the Vice President Human Resources. The Company will ta ke appropriate action against those whose actions are found to violate the Code or any other policy of the Company. 17.WAIVERS AND AMENDMENTS TO THE CODE The Company is committed to continuously reviewing and updating our policies and procedures. Therefore, this Code is subject to modification. Any amendment or waiver of any provision of this Code must be approved in writing by the Companys board of directors and promptly disclosed on the Companys website and in applicable regulatory filings pursuant to applicable laws and regulations, together with details about the nature of the amendment or waiver. Ernest Louis Vice President Human Resources Page 10 of 11Asian Paints Confidential 14 January 2011 ACKNOWLEDGMENT FOR THE EMPOYEES I have received and read the Companys Code of Conduct and Ethics for employees. I understand and agree to comply with the standards and policies contained in the above mentioned Code of Conduct and understand that there may be additional policies or laws specific to my job. Name of the Employee Employee Code Designation Location Signature Date This form shall be made available online subsequently for you to acknowledge. Page 11 of 11 Asian Paints Confidential 14 January 2011