THIRD SCHEDULE - CODE OF CONDUCT (Regulation 7A) - Securities And Exchange Board of India (Foreign Institutional Investors) Regulations, 1995

1 [ SECURITIES AND EXCHANGE BOARD OF INDIA (FOREIGN INSTITUTIONAL INVESTORS), REGULATIONS, 1995. CODE OF CONDUCT (Regulation 7A) Third Schedule 1. A Foreign Institutional Investor and its key personnel shall observe high standards of integrity, fairness and professionalism in all dealings in the Indian securities market with intermediaries, regulatory and other government authorities. 2. A Foreign Institutional Investor shall, at all times, render high standards of service, exercise due diligence and independent professional judgment. 3. A Foreign Institutional Investor shall ensure and maintain confidentiality in respect of trades done on its own behalf and/or on behalf of its sub-accounts/clients. 4. A Foreign Institutional Investor shall ensure the following: a) clear segregation of its own money/securities and sub-accounts money/securities. b) arms length relationship between its business of fund management/ investment and its other business. 5. A Foreign Institutional Investor shall maintain an appropriate level of knowledge and competency and abide by the provisions of the Act, regulations made thereunder and the circulars and guidelines, which may be applicable and relevant to the activities carried on by it. Every Foreign Institutional Investor shall also comply with award of the Ombudsman and decision of the Board under Securities and Exchange Board of India (Ombudsman) Regulations, 2003. 6. A Foreign Institutional Investor shall not make any untrue statement or suppress any material fact in any documents, reports or information furnished to the Board. 7. A Foreign Institutional Investor shall ensure that good corporate policies and corporate governance are observed by it. 8. A Foreign Institutional Investor shall ensure that it does not engage in fraudulent and manipulative transactions in the securities listed in any stock exchange in India. 9. A Foreign Institutional Investor or any of its directors or manager shall not, either through its/his own account or through any associate or family members, relatives or friends indulge in any insider trading. 10. A Foreign Institutional Investor shall not be a party to or instrumental for a) creation of false market in securities listed or proposed to be listed in any stock exchange in India; b) price rigging or manipulation of prices of securities listed or proposed to be listed in any stock exchange in India; c) passing of price sensitive information to any person or intermediary in the securities market. ] --------------------- Notes:- 1. Inserted by SEBI (Foreign Institutional Investors) (Second Amendment) Regulations, 2003 w.e.f. 28.8.2003.