Responsible Governance for a Stronger Future

KEY KPIS AND HIGHLIGHTS

CORPORATE GOVERNANCE STRUCTURE

BOARD AND ITS COMMITTEES

At Deepak Nitrite Limited, our corporate governance framework is centred around strong oversight, ethical conduct and strategic guidance, led by our Board of Directors and supported by the dedicated committees.

The Board: Our Highest Governance Authority

The Board’s primary responsibility is to oversee and ensure that the company’s business operations are in alignment with its ethics, values and organizational culture. Leveraging their extensive knowledge and corporate expertise, the Board strategically assesses organisations’ risk and opportunities within the dynamic business landscape. They provide guidance to the management, fostering decisions that create lasting value for both the organisation and its stakeholders.

Board Committees: Supporting Effective Oversight

To ensure effective oversight across all business operations, the Board is assisted by various committees. Each committee operates under specific terms of reference, with clearly delegated authorities and dedicated roles and responsibilities. These committees are pivotal in overseeing the execution of business operations, ensuring alignment with the Board’s vision and strategic directions.

Board Composition In FY 2024-25

As of March 31, 2025, our Board comprises a total of 12 Directors, with an optimal mix of Executive and Non-Executive Directors, including 1 woman Director. Our esteemed Board comprises highly skilled and experienced members, bringing collective knowledge that spans diverse domains, including Business, Finance, Law, IT, HR, Chemicals and Project Management. This breadth of expertise ensures well-rounded strategic decision-making and robust governance.

SUSTAINABILITY AND ESG GOVERNANCE

Approach

We have established measurable short-term and long-term sustainability goals to achieve positive long-term impact. We continuously improve our processes and practices by benchmarking them against industry peers and global best practices. Our aim is to significantly contribute to global 2030 Sustainable Development Goals. Our R&D, technical services, and operations are committed to achieving safe and sustainable manufacturing.

Governance and Oversight

The Board guides the Group and the management in conducting the business operations within the ambit of the sustainability principles. The Board thoughtfully weighs the long-term impacts of its decisions on the value creation process. This includes considering the interests of diverse stakeholders, assessing the environmental impact of the Group’s operations, while emphasizing ethical business conduct. A robust Risk Management framework, strong Internal Controls and effective governance processes collectively empower the Board to make informed decisions for long-term success and sustainable stakeholder value.

OPERATING WITH ETHICS, TRANSPARENCY AND ACCOUNTABILITY

Our Corporate Governance philosophy is built on a strong foundation of ethics and integrity. We prioritise honesty, trust, fairness and accountability in all our stakeholder relationships, fostering continued confidence and loyalty. Our Board upholds the highest governance standards and remains committed to promoting ethical practices. This commitment is underpinned by our comprehensive policies and robust protocols, ensuring responsible and transparent operations.

Policy Commitments

Code Of Conduct

We have established a Code of Conduct (‘Code’) for our Board and Senior Management, in accordance with the Listing Regulations. The Code clearly articulates our expectations for required ethical behaviour and compliance from all members of the Board and the Senior Management. It embodies our organization’s core culture and values, rendering strength to our operational framework.

In FY 2024-25, our Directors, and Senior Management have reaffirmed their responsibility for integrating good governance practices into our business in consistence with the provisions of the Code.

Human Rights

We are committed to upholding human rights across our entire business operations. Our human rights policies and commitment extends to all our employees and business partners through human right policies and contractual agreements. We conduct regular training and awareness sessions to promote human rights across our operations. Human rights training also cover our security personnel including the third-party personnel.

Anti-Bribery And Anti-Corruption

Our zero-tolerance policy towards corruption and bribery is covered in the Code of Conduct. All our employees and those representing us are required to strictly comply with the policy.

Whistleblower Policy

We have established a formal Whistleblower / Vigil Mechanism under our Whistleblower Policy, enabling all Directors and employees to report any actual or suspected unethical behaviour, misconduct, wrongdoing or breaches of the Code. The policy protects the complainants against victimization and provides direct access to the Chairman of the Audit Committee in specific cases.