This Code of Conduct applies to the Members of the Board of Directors (hereinafter referred to as “Board Members”) and Members of the Senior Management Team of Novelis, including the principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, and those one level below the President and Chief Operating Officer—namely, Business Heads, Unit Heads, Presidents, Joint Presidents, and all other executives having similar or equivalent rank in the Company and the Secretary of the Company (hereinafter referred to as "Senior Managers").
The General Counsel shall be the Compliance Officer for the purpose of this Code. The Code shall be posted on the website of the Company.
Code of Conduct
The Board Members and the Senior Managers of the Company:
1. Shall maintain and help the Company in maintaining its Corporate Governance practices.
2. Shall act in good faith and exercise due care, diligence and integrity in performing their office duties.
3. Shall ensure that they use the Company's assets, properties, information and intellectual rights for official purposes or as per the terms of their appointment.
4. Shall not seek, accept or receive, directly or indirectly, any gift, payments or favor in whatsoever form from the Company's business associates, which are or may be perceived as being given to gain favor or dealing with the Company.
5. Shall maintain confidentiality of information entrusted by the Company or acquired during performance of their duties and shall not use it for personal gain or advantage.
6. Shall not, without the prior approval of the Board or Senior Management, as the case may be, accept employment or a position of responsibility with any other organization for remuneration or otherwise that is prejudicial to the interests of the Company and shall not allow personal interest to conflict with the interest of the Company.
7. Shall in conformity with applicable legal provisions disclose any personal and/ or financial interest in any business dealings concerning the Company and shall declare information about their relatives (spouse, dependent children and dependent parents) including transactions, if any, entered into with them.
8. Shall ensure full, fair, accurate, timely, and understandable disclosure in reports and documents that the Company files with, or submits to, the SEC and in other public communications made by the Company.
Any breach of the Code brought to the attention of the Compliance Officer shall be reported to the Board of Directors of the Company for necessary action.
