A Directors’ Code of Conduct to set high ethical standards for the directors of Azure Healthcare Limited (“Azure”).
The following principles govern directors’ conduct.
- Directors will act with fairness, honesty and integrity in all of their dealings on behalf of the Company.
- Directors will not discriminate on the grounds of people’s race, religion, gender, marital status, or disability.
- Directors will not make promises or commitments which to their knowledge Azure does not intend, or is unable, to honour.
- Directors will require that all employees of the Company act in accordance with these principles of fairness, honesty and integrity.
- Directors will not use the name of Azure or their position in the Company to further any personal gain.
- Directors will not compete with the Company.
- Directors will use goods, services and facilities provided to them by AZURE for legitimate business purposes and in accordance with the terms on which they are provided.
Confidentiality and Privacy of Information
- Directors will ensure that confidential information relating to AZURE business is not disclosed to third parties without the consent of AZURE.
- Directors will not use information obtained by them as a director of AZURE for personal financial gain or for the financial benefit of any other person or business.
Disclosure of Interests
- Directors must fully and promptly disclose to the Company any private or other business interests and other matters which may lead to potential or actual conflicts of interest.
- Directors must fully disclose all relationships they have with AZURE in accordance with the ROC Policy on Independence of Directors.
- Azure has a Share Trading Policy. Directors should comply with this policy at all times. The AZURE Share Trading Policy is attached.
- Azure has adopted a Disclosure Compliance Policy. The Directors must comply with this policy at all times.
Abiding by the Law and Ethical Behaviour
- Directors will abide by the law at all times.
- Directors will comply with all policies adopted by the Company from time to time.
- Directors will encourage reporting of unlawful or unethical behaviour and actively promote ethical behaviour.
Payments, Gifts and Entertainment and Anti Corruption
- Directors will not use their status as a director to seek personal gain from those doing or seeking to do, business with AZURE.
- Azure will conduct its business in compliance with applicable laws rules and regulations.
- Directors must table information concerning any material personal gift or gain arising from the position as a director at the first available Board meeting.
- Azure will adopt a policy on anti-corruption and receipt of gifts and entertainment. .
Raising Concerns – Whistle Blowing
- Directors will report to the Board any instances of unlawful and unethical business conduct by Company officers and employees.
- Directors will encourage employees to report to the Chairman, any member of the Board, the Chief Executive Officer, the Chief Financial Officer, their manager or the Company Secretary any instances of unlawful and unethical business conduct by Company officers and employees.
- Employees are able to do so on an anonymous basis by informing the Company Secretary in an anonymous letter or memorandum.
Adopted (revised) by the Board on 3rd August 2012