REPORT ON CORPORATE GOVERNANCE
Corporate Governance is an integral part of the Company’s philosophy in its pursuit of excellence, growth, and value creation. The Company strongly believes that having a robust governance structure is the stepping stone for every milestone ahead. The Company’s philosophy on Corporate Governance emanates from resolute commitment to protect stakeholder rights and interests, proactively manage risks and foster long-term corporate goals. The Company is committed to the principles of good governance in its letter and spirit.
It permeates in all aspects of working – workplace management, marketplace responsibility, community engagement, and business decisions. The Company’s business strategies are guided by its philosophy on Corporate Governance, which ensures fiscal accountability, ethical corporate behaviour, and fairness to all stakeholders comprising regulators, employees, customers, vendors, investors, and the society at large.
The Company operates within accepted standards of propriety, fair play, and justice and aims at creating a culture of openness in relationships between itself and its Stakeholders. It has set up a system that enables all its employees to voice their concerns openly and without any fear or inhibition.
Our corporate governance framework ensures that we make timely disclosures and share accurate information regarding our financials and performance, as well as disclosures related to the leadership and governance of the Company.
The Company is in compliance with the requirements stipulated under Regulations 17 to 27 read with Para C and D of Schedule V and clauses (b) to (i) and (t) of Regulation 46(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’) as applicable with regard to Corporate Governance.
The Board has laid down a Code of Conduct for the Board Members inter alia incorporating the duties of Independent Directors as laid down in the Companies Act, 2013 (‘Act’). The Board has also laid down the Code of Conduct for Senior Management Personnel of the Company. These Codes set ethical standards for Directors and Senior Management Personnel. Both the Codes are available on the Company’s Website viz. www.gnfc.in. All the Board Members and Senior Management Personnel have affirmed their compliance with the said Code of Conduct. A declaration to this effect signed by the Managing Director for the FY 2025-26 is annexed to this Report.
CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING AND CODE OF PRACTICES AND PROCEDURES FOR FAIR DISCLOSURES OF UNPUBLISHED PRICE SENSITIVE INFORMATION
In accordance with the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, (‘SEBI Insider Trading Regulations’), as amended from time to time, the Board of Directors of the Company has adopted the Code of Conduct for Prevention of Insider Trading (‘Insider Trading Code’) and the Code of Practices and Procedures for Fair Disclosures of Unpublished Price Sensitive Information.
Mr. Rajesh Pillai, Company Secretary is the ‘Compliance Officer’ in terms of this Insider Trading Code, with effect from May 23, 2025.
BOARD OF DIRECTORS
The Company has an active, experienced, diverse, and well-informed Board of Directors. The Board along with its Committees undertakes its fiduciary duties, keeping in mind the interests of all the Stakeholders aligned with the th
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