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Ansal Housing & Construction Ltd

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	Code of Conduct as adopted by AHCL under Insider Trading Regulations
	Code of Conduct for Directors and Senior Management
	Risk Management Policy
	Corporate Governance Certificate

Code of Conduct for Directors and Senior Management

Ansal Housing & Construction Ltd. (AHCL) is committed to maintain sound standards of Business Conduct and Corporate Governance.

The Board of Directors {in short, Board} and the Senior Management of AHCL undertake to abide by following Code of Conduct {in short, Code} adopted by the Board and affirm compliance with this Code.

A present, overall, contents of this Code are in practice, being already followed by the Directors and the Senior Management, however, in compliance with the new Clause 49 of the listing agreement, the Code as set out below, is to take effect from 1-12-2005.

Preamble

All Directors, Senior Management must act within the bounds of the authority conferred upon them and with a duty to make and enact informed decision and policies in the best interests of the company and its Shareholders/Stakeholders.

With a view to maintain the high standard that the company requires, the following rules/code of conduct should be observed in all activities of the board for the purposes of the code.

I. Applicability

The code is applicable on the 'Board of Directors' of the Company and its 'Senior Management' herein after both the terms referred to as 'Officers'.

('Senior Management' shall includes members of its core management and functional heads one level below the Board of Directors.

II. Honesty and Integrity

It is expected from all the officers to regulate their conduct with high standards of utmost honesty and integrity. The Company has belief that honesty and integrity with internal conduct would be weighed by their external behaviour, while entering into transactions with outside parties, working on company's premises and outside locations.

III. Conflict of Interest

Conflict of interest occurs when there is interference of personal interest with the interest of the organization. Thereby, officers of the company shall not engage in any business, relationship, activity involves or appears to involve such conflict.

Officers as well their families should not invest in a Company, customer, supplier, developer, competitors and should refrain from investment that compromise their responsibility towards the Company.

Related party transaction should in all possibilities be avoided (Relative as define under Companies Act). Even if it is necessary to enter in such transaction, it must be fully disclosed to the Board or to the CEO of the Company.

IV. Compliance

Officers are requested to comply with all applicable laws, rules & regulations, both in letter and in spirit.

The members of the core management of the Company shall initiate all actions deemed necessary for proper dissemination of relevant information to the Board of Directors, Auditors, other Statutory Auditors as required by all applicable laws, rules and regulations.

V. Confidentiality of Information

Any information concerning the Company's business, its customers, suppliers etc. which is not in public domain to which the director has access or possess such information, must be considered confidential held in confidence, unless authorized to do so and when disclosure is required as a matter of law. No director shall provide any information either formally or informally to the press or any other publicity media, unless specially authorized.

VI. Gifts & Donations

No officer of the Company shall receive/offer, directly or indirectly, any gifts, donations, remuneration hospitality, illegal payments and comparable benefits which are intended or perceived to be intended to obtain business (or uncompetitive) favours or decisions for conduct of business nominal gifts of commemorative nature for special events may be accepted.

VII. Protection of Assets

Officers must protect the Company's Assets and should endeavour not to exploit them for their own personal gains.

Alongside, officers may also not exploit for their own personal gains any opportunities discovered through use of corporate property, information or position, unless the opportunity is disclosed fully in writing to the Company's Board of Directors.

VIII. Violation of the Code

Part of an Officer's job, and of his or her ethical responsibility is to help enforce this Code. Officers should be alert to possible violations and report this to the HR department or the finance department. Officers must cooperate in any internal or external investigations of possible violations. Reprisal, threat, retribution or retaliation against any person who ha, in good faith, reported a violation or a suspected violation of law, this Code or other Company policies, or against any person who is assisting in any investigation or process with respect to such a violation, is prohibited.

Actual violations of laws, this Code, or other Company policies or procedures, should be promptly reported to the HR Department or the finance department.

The Company will take appropriate action against any Officer whose actions are found to violate the Code or any other policy of the Company. Disciplinary actions may include immediate termination of employment at the Company's sole discretion. Where the Company has suffered a loss, it may pursue its remedies against the individuals or entities responsible. Where laws have been violated, the Company will cooperate fully with the appropriate authorities.

IX. Waiver & Amendments of the Code

We are 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 Company's board of directors and promptly disclosed on the Company's website and in applicable regulatory fillings pursuant to applicable laws and regulations, together with details about the nature of the amendment or waiver.

X. Acknowledgement of receipt of Code of Ethics for Principal Executive and Senior Financial Officers

I have received and read the Company's Code of Ethics for Principal Executive and Senior Financial Officers (the "Code"). I understand the standards and policies contained in the Code and understand that there may be additional policies or laws specific to my job. I agree to comply with the Code.

If I have questions concerning the meaning or application of the code, any company policies, or the legal and regulatory requirements applicable to my job, I know I can consult the HR department or the finance department, and that my question or reports to these sources will be maintained in confidence.