CORPORATE CONDUCT

A work atmosphere that is safe and committed is the foundation of a business. The team members are urged to follow guidelines in the code of conduct of Leap Green Energy to ensure smooth functionality through the elements of loyalty, drive and ethics.


1) National Interest

Leap Green Energy (“The Company”) shall be committed in all its actions to benefit the economic development of the countries in which it operates & shall not engage in any activity that would adversely affect such Objective. It shall not undertake any project or activity to the detriment of the Nations interest on those that will have any adverse impact on the social or cultural life patterns of its citizens. The Company shall conduct its business affairs in accordance with the economic development & foreign policies, objectives & priorities of the Nation's government and shall strive to make a positive contribution to the achievement of such goals at the international, national and regional level as appropriate.

2) Financial Reporting and Records

The Company shall prepare and maintain its accounts fairly and accurately in accordance with the accounting and financial reporting standards which represent the generally accepted guidelines, principles, standards, laws and regulations of the country in which the Company conducts its business affairs.

Internal accounting and audit procedures shall fairly and accurately reflect all of the Company's business transactions and disposition of assets. All required information shall be accessible to company auditors and other authorized parties and government agencies. There shall be no willful omissions of any company transactions from the books and records, no advance income recognition and no hidden bank accounts and funds.

Any willful material misrepresentation of and /or misinformation on the financial accounts and reports shall be regarded as a violation of the code apart from inviting appropriate civil or criminal action under relevant laws.

3) Competition

The Company shall fully strive for the establishment and support of a competitive open market economy in India and abroad and shall co-operate in the efforts to promote the progressive and judicious liberalization of trade and investment by a Country.

Specifically, The Company shall not engage in activities, which generate or support the formation of monopolies, dominant market positions, cartels and similar unfair trade practices.

The Company shall market its products and services on its own merits and shall not make unfair and misleading statements about competitor's products and services. Any collection of competitive information shall be obtained only through legally permitted sources and means.

4) Equal-Opportunities Employer

The Company shall provide equal opportunities to all its employees and all qualified applicants for employments without regard to their race, caste, religion, colour, ancestry marital status, sex, age, nationality, disability and veteran status. Employees of the company shall be treated with dignity and in accordance with the Leap Green Energy policy to maintain a work environment free of any harassment, whether physical, verbal or psychological.

Employee policies and practices shall be administered in a manner that would ensure that in all matters equal opportunity is provided to those eligible and the decisions are merit based.

5) Gifts and Donations

The Company and its employee shall neither receive or offer or make, directly or indirectly any illegal payments, remuneration, gifts, donations or comparable benefits which are intended to or perceived to obtain business or un-competitive favors for the conduct of its business. However, The Company and its employees may accept and offer nominal gifts which are customarily given and are of commemorative nature for special events.

6) Government Agencies

The Company and its employees shall not offer or give any company funds or property as donation to any government, agencies or their representatives, directly or through intermediaries, in order to obtain any favorable performance of official duties.

7) Political Non-Alignment

The Company shall be committed to and support a functioning democratic constitution and system with a transparent and fair electoral system in India. A Leap Green Energy Company shall not support directly or indirectly any specific political party or candidate for political office. The Company shall not offer or give any company funds or property as donations directly or indirectly to any specific political party candidate or campaign.

8) Health, Safety and Environment

The Company shall strive to provide a safe & healthy working environment and comply, in the conduct of its business affairs with all regulations regarding the preservation of the territory it operates in. The Company shall be committed to prevent the wasteful use of any natural resources and minimize any hazardous impact of the development, production, use and disposal of any of its products and services on the ecological environment.

9) Quality of Products and Services

The Company shall be committed to supply goods and services of the highest quality standards backed by efficient after sales service consistent with the requirement of the customers to ensure their total satisfaction. The quality standards of the Company's goods and services should at least meet the required national standards and the Company should endeavor to achieve international standards.

I0) Corporate Citizenship

The Company shall be committed to be a good corporate citizen not only in compliance with all relevant laws and regulations but also by actively assisting in the improvement of the quality of life of the people in the communities in which it operates with the objective of making them self reliant. Such social responsibility would comprise to initiate and support community initiatives in the field of community health and family welfare, water management, vocational training, education, literacy and encourage application of modern scientific and managerial techniques and expertise. This will be reviewed periodically in consonance with national & regional priorities. The Company would also not treat these activities as optional ones but would also strive to incorporate them as integral part of its business plan. The company would also encourage volunteering amongst its employees and help them to work in communities. Leap Green Energy Companies are encouraged to develop social accounting systems and to carry out social audit of their operations.

11) Co-operation of Leap Green Energy Companies

The Company shall co-operate with other Leap Green Energy Companies by sharing physical, human and management resources as long as it does not adversely affect its business interest and shareholder value.

In the procurement of products and services, the Company shall give preference to another Leap Green Energy Company as long as it can provide these on competitive terms relative to third parties.

12) Public Representation of the Company and the Group

The Leap Green Energy group honors the information requirements of the public and the shareholders. In all its public appearance with respect to disclosing company and business information to public constituencies such as the media, the financial community, employees and shareholders. The Company or the Leap Green Energy group shall be represented only by specifically authorized Directors and employees. It will be the sole responsibility of these authorized representatives to disclose information on the Company.

13) Third-Party Representation

Parties which have business dealings with the Leap Green Energy Group but are not members of the group such as consultants, agents, sales representatives, distributors, Contractors. Suppliers etc., shall not be authorized to represent the Company if their business conduct and ethics are known to be inconsistent with the code.

14) Use of the Leap Green Energy Brand

The use of the Leap Green Energy name & Trademark owned by Leap Green Energy group shall be governed by manuals, codes & agreements owned by Leap Green Energy group. The use of the LEAP GREEN ENERGY brand is defined in & regulated by the Leap Green Energy Brand Equity Business Promotion Agreement.

15) Group Policies

The Company shall recommend to its Board of Directors the adoption of policies & guidelines periodically formulated by Leap Green Energy group.

16) Shareholders

The Company shall be committed to enhance shareholder value & comply with all regulations & laws that govern shareholder’s rights. The Board of Directors of Leap Green Energy Company shall duly & fairly inform its shareholders about all relevant aspects of the Company's business & disclose such information in accordance with the respective regulations & agreement.


CODE OF CONDUCT FOR EMPLOYEES


1) Ethical Conduct

Every employee of Leap Green Energy Group, which shall include the Managing Director and the Executive Director, shall deal on behalf of the Company with professionalism, honesty, integrity as well as high moral and ethical standards. Such conduct shall be fair and transparent and be perceived to be as such by third parties.

Every employee shall be responsible for the implementation of and compliance with the Code in his professional environment. Failure to adhere to the Code could attract the most severe consequences including termination of employment.

2) Regulatory Compliance

Every employee of Leap Green Energy Group shall, in his business conduct, comply with all applicable laws and regulations, both in letter and in spirit, in all the territories in which he operates. 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.

3) Concurrent Employment

An employee of Leap Green Energy Group shall not, without the prior approval of the Managing Director of the Company accept employment or a position of responsibility (such as a consultant or a director) with any other company, nor provide "free-lance' services to anyone.

4) Conflict of interest

An employee of Leap Green Energy Group shall not engage in any business, relationship or activity which might detrimental conflict with the interest of his Company or the Group. A conflict of interest, actual or potential, may arise where, directly or indirectly, (a) an employee of Leap Green Energy Group engages in a business, relationship or activity with anyone who is party to a transaction with his Company, (b) an employee is in a position to derive a personal benefit or a benefit to any of his relatives by making or influencing decisions relating to any transaction, and (c) an independent judgment of the Company's or Group's best interest cannot be exercised.

The main areas of such actual or potential conflicts of interest would include the following:

(i) Financial interest of an employee of Leap Green Energy Group or his relatives including the holding of an investment in the subscribed share capital of any company or a share in any firm which is an actual or potential competitor, supplier, customer, distributor, joint venture or other alliance partner of the Leap Green Energy Group. (The ownership of up to 1 % of the subscribed share capital of a publicly held company shall not ordinarily constitute a financial interest for this purpose.)

(ii) An employee of Leap Green Energy Group conducting business on behalf of his Company or being in a position to influence a decision with regard to his Company's business with a supplier or customer of which his relative is a principal officer or representative resulting in a benefit to him or his relative.

(iii) Award of benefits such as increase in salary or other remuneration, posting, promotion or recruitment of a relative of an employee of Leap Green Energy Group where such an individual is in a position to influence the decision with regard to such benefits.

(iv) Acceptance of gifts, donations, hospitality and /or entertainment beyond the customary level from existing or potential suppliers, customers or other third parties which have business dealings with the Company.

Notwithstanding that such or other instances of conflict of interest exist due to any historical reasons, adequate and full disclosure by the interested employees should be made to the company's management. It is also incumbent upon every employee to make a full disclosure of any interest which the employee or the employee's immediate family, which would include parents, spouse and children, may have in a company or firm which is a supplier, customer, distributor of or has other business dealings with the Company.

Every employee who is required to make a disclosure as mentioned above shall do so, in writing, to his immediate superior who shall forward the information along with his comments to the person designated for this purpose by the MD/ED and, upon a decision being taken in the matter, the employee concerned will be required to take necessary action as advised to resolve/avoid the conflict.

If an employee fails to make a disclosure as required therein and the management of its own accord becomes aware of an instance of conflict of interest that ought to have been disclosed by the employee, the management would take a serious view of the matter and consider suitable disciplinary action against the employee.

5) Securities Transactions and Confidential Information

An employee of Leap Green Energy Group and his immediate family shall not derive any benefit or assist others to derive any benefit from the access to and possession of information about the Company or the Group, which is not in the public domain and thus constitutes insider information.

Such insider information might include the following:

  • Production plans and product details.
  • Propriety information relating to new products and R&D Activities.
  • Financial information such as profits, earnings and dividends.
  • Announcement of new product introductions or developments.
  • Asset revaluations.
  • Investment decisions/plans.
  • Restructuring plans.
  • Major supply, delivery agreements & customer information.
  • Raising finances.
  • Acquisition and divestiture of businesses or business units.

6) Protecting Company Assets

The Assets of Leap Green Energy Group should not be misused but employed for the purpose of conducting the business for which they are duly authorized. These include tangible assets such as equipment and machinery, systems, facilities, materials, resources as well as intangible assets such as proprietary information, relationships with customer and suppliers, etc.

7) The Integrity of data furnished

Every employee of Leap Green Energy Group shall ensure at all times the integrity of data or information furnished by him to the Company.

8) Reporting concerns

Every employee of Leap Green Energy Group shall promptly report to the Management any actual or possible violation of the code or an event he becomes aware of that could affect the business or reputation of his or any other company of the Leap Green Energy Group.