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ANNUAL REPORT 2018 - 2019

7. Governance Codes :

Code of Conduct :

In compliance with the Listing Regulations and the Companies Act, 2013, the Company has framed Code
of Conduct and Ethics. The code of conduct is applicable to Directors, Employees and Non- Executive
Directors including Independent Directors to such an extent as may be applicable to them depending on
their roles and responsibilities. The Company has devised and adopted “Code of Conduct” (the “Code”) for
all the Board members and Senior officials of the Company for ethical, professional conduct and the Code
is posted on the website of the Company www.amines.com. The Code requires Directors and Senior
Officials of the Company to act honestly, fairly, ethically and with integrity. They are expected to conduct
themselves in a professional, courteous and respectful manner in the best interest of the Company. Annual
confirmation regarding compliance with the Code is obtained from every person covered by the Code of
Conduct. All the members of the Board and Senior Executives have affirmed compliance to the Code as on
31st March, 2019. A declaration to this effect signed by the Chairman & Managing Director is forming part
of the report.

Conflict of Interests :

The Directors of the Company inform the Board about their interests in other Companies by virtue of
Directorship / Committee Memberships held by them and changes taken place during the year. The
Members of the Board while discharging their duties, avoid conflict of interest in the decision making
process. The Members of Board restrict themselves from any discussions and voting in transactions in
which they have concerns or interests.
Insider Trading Code :

The Company has adopted Code of internal procedures & Conduct for regulating, monitoring and
reporting of Trading by Insiders (‘the Code’) in accordance with the SEBI (Prohibition of Insider Trading)
Regulations, 2015 (The PIT Regulations) as amended as on date. The Code is applicable to Promoters, all
Directors and such designated employees who are expected to have access to unpublished price sensitive
information relating to the Company. The Company Secretary is the Compliance Officer for monitoring
adherence to the said PIT Regulations.

The Company has also formulated Code of Fair Disclosure for practices and procedures for fair disclosures
of unpublished price sensitive information in compliance with PIT Regulations. The said codes are
displayed on the Company’s website viz. www.amines.com

8. CEO / CFO Certification:

The Chairman & Managing Director of the Company Mr. Hemant Kumar Ruia and Chief Financial Officer of
the Company Mr. Pramod Sharma have certified compliances with the stipulations of Regulation 17(8) of
the SEBI (LODR) 2015 in relation to Annual Financial Statements for the Financial year 2018-19.

9. Information regarding Unclaimed Shares :

The Company has no unclaimed shares that are required to be transferred to Unclaimed Suspense
Account. Accordingly, Regulation 39(4) read with Schedule VI of the SEBI (LODR) Regulations, 2015 is not
attracted during the year.

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CORPORATE GOVERNANCE