PROHIBITION OF INSIDER TRADING POLICY

 

 

VEDANT ASSET LIMITED

CIN: U74900JH2015PLC003020

Registered Office: 3rd Floor, Gayways House Pee Pee Compound Ranchi Jharkhand 834001, India

Telephone No.: +91- 9304955502 ; E-mail: cs@vedantasset.com

Website: www.vedantasset.com

PROHIBITION OF INSIDER TRADING POLICY

Vedant Asset Limited (the “Company”) is a public limited company whose Equity Shares are listed on BSE and NSE and subject to the rules and regulations issued by the Securities and Exchange Board of India (SEBI).

 

The Board of Directors of the Company has adopted this “Prohibition of Insider Trading Policy” (the “Policy”) to comply with the SEBI (Prohibition of Insider Trading) Regulations, 2015 (“SEBI Regulations”) as amended from time to time.

 

This policy shall be applicable to all Insiders (as defined herein) of the Company including designated persons and immediate relatives of designated persons as defined in this policy. The SEBI Regulations prohibit an Insider from Trading in the securities of a company listed on any stock exchange when in possession of any unpublished price sensitive information.

 

Unpublished Price Sensitive Information (“UPSI”) means any information, which relates, directly or indirectly, to the Company or its securities, that is not generally available which upon becoming generally available, is likely to materially affect the price of the securities of the Company.

 

“Generally available” information means information that is accessible to the public on a non-discriminatory basis. Information which is published on the website of stock exchange(s) where the securities of the Company are listed or published by way of a press release by the Company, would ordinarily be considered generally available.

 

UPSI includes, without limitation, information relating to the following:

 

·        Financial results, financial condition, projections or forecasts;

·        Dividends (both interim and final);

·        Change in capital structure;

·        Mergers, de-mergers, acquisitions, delisting, disposals and expansion of business and such other transactions;

·        Known but unannounced future earnings orlosses;

·        Significant corporate events, such as a pending or proposed acquisition or joint venture;

·        Plans to launch new products or product defects that have a significant impact;

·        Significant developments involving business relationships with customers, suppliers or other business partners;

·        Changes in auditors as per statutory requirement or otherwise or auditor notification that the issuer may no longer rely on an audit report;

·        Events regarding the Company’s securities (such as repurchase plans, stock splits or changes in dividends, changes to the rights of security holders, public or private sales of additional securities or information related to any additional funding);

·        Bankruptcies, receiverships or financial liquidity problems;

·        Positive or negative developments in outstanding litigation, investigations or regulatory matters with significant impact on financial results;or

·        Any changes to the Company’s Board of Directors or the Company’s key managerial personnel and key agreements with them;

·        Any significant changes to the Company’s capital structure.

 

The SEBI Regulations prohibit the communication of UPSI to any person except in compliance with applicable law. Further, procuring any person to Trade in the securities of any company when in possession UPSI is also prohibited under the SEBI Regulations and the securities laws. Violations of the SEBI Regulations and the securities laws subject Insiders to severe penalties including disgorgement proceedings, fines and imprisonment as per the applicable law.

 

1.   Rules

 

The rules shall be called ‘Rules for Trading in the securities of Vedant Asset Limited by an Insider’ (“Rules”). These Rules shall come into force with immediate effect.

 

2.   Definitions

 

1)     “Act” shall mean the Securities and Exchange Board of India Act, 1992 (15 of 1992).

 

2)     ‘Audit Committee’ shall mean Committee of the Board of the Company constituted pursuant to Section 177 of the Companies Act, 2013 read with Regulation 18 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,2015.

 

3)     ‘Board’ shall mean the Board of Directors of Vedant Asset Limited.

 

4)     ‘Company’ means Vedant Asset Limited. 

5)     Compliance Officer

 

“Compliance Officer” means the General Counsel and Chief Compliance Officer of the Company or the Company Secretary who is financially literate and is capable of appreciating requirements for legal and regulatory compliance under the Regulations and who shall be responsible for compliance of policies, procedures, maintenance of records, monitoring adherence to the rules for the preservation of unpublished price sensitive information, monitoring of trades and implementation of the codes specified under the SEBI Regulations under the overall supervision of the Board. 

6)     Connected Person

 

“Connected Person,” includes–

 

     i.        A director of the Company;

    ii.        A Key Managerial Personnel of the Company;

   iii.        An Officer of the Company;

   iv.        Any person who is or has been in a contractual, fiduciary or employment relationship at any time in the six-month period prior to the date of determining whether that person, as a result of such relationship, was, directly or indirectly, allowed access to UPSI or reasonably expected to be allowed access to UPSI;

    v.        Any person who is or has been in frequent communication with an Officer of the Company at any time in the six-month period prior to the date of determining whether that person, as a result of such frequent communication, was, directly or indirectly, allowed access to UPSI or reasonably expected to be allowed access to UPSI;

   vi.        An employee of the Company who has access to UPSI or is reasonably expected to have access to UPSI; and

  vii.        Any person who has a professional or business relationship with the Company and that relationship directly or indirectly, allows access to UPSI or is reasonably expected to allow access to UPSI;

 

The persons enumerated below shall be deemed to be Connected Persons if such person has access to UPSI or is reasonably expected to have access to UPSI-

 

a.    An Immediate Relative of Connected Persons;

b.    A holding company, associate company or subsidiary company;

c.    An intermediary as specified in section12 of the SEBI Act or an employee or Director thereof;