Vimal Oil & Foods Ltd. (VOFL), the flagship company of Vimal Group, was started in 1993 with the holy hands of His Divine Holiness Pramukh Swami Maharaj, in Mehsana, Gujarat, with a small 50-ton refinery, and today it has evolved into a fully integrated and automatic oil-processing unit with an annual turnover or Rs. 3000 crores, listed with National Stock Exchange (NSE) and Bombay Stock Exchange (BSE).
VOFL is always committed to quality and integrity, and that’s what reflects in our products that never fail to delight our customers. With a single goal of offering our customers a superior range of products that they can choose as per their needs. In that quest, we have broadened our business horizons by introducing Cottonseed oil, Groundnut oil, Mustard oil, Soyabean oil, Sunflower oil, Corn oil, Rice Bran oil, Canola Oil, Mayonnaise and Table Margarine.
Despite the considerable success the company has achieved, it continues to invest substantial resources in exploring and adopting the latest technological advancements in their chosen field. Which is what enables their R&D to constantly come up with new, innovative solutions.
The Manufacturing facility comprises an integrated, continuous plant, set up by Alfa aval. All the packaging is done in-house. In fact the Company has gone in for backward integration, by manufacturing its own packaging material. Be it Tins, HDPE jars, PET bottles and corrugated boxes. This works out to be very cost-effective, and also retains the product. The products are lab-tested at every stage, staring with the raw material, and ending with final packaging.
One of the major advantages of VOFL is its strategic location. The company has intentionally set up base in the middle of an oil-seed belt of North Gujarat. This way, it is ensured of a regular supply of raw material. Having Kandla port close by is an added plus advantage Finally, its location on a national highway, provides several logistic advantages.
Equal importance is given to the development of the company’s human resource. VOFL has always recruited the best talent available in the industry – people with years of expertise and experience behind them. Moreover, frequent in-house training sessions are conducted in all departments – be it Production or Accounts or Sales & Marketing – to not just increase their knowledge base but also improve their skills. This self–reliance not only boosts morale and confidence, but also contributes towards a healthier bottom line.
With the immense experience of the Vimal Group, VOFL has earned a solid reputation for its vision, entrepreneurial spirit and competitive edge.
But the focus on the commercial aspects of their ventures, has not made the company lose their human touch. The organization cares for its people, as much as it does for its products. And when we say ‘people’, we refer to all its stakeholders: the staff, suppliers, clients, shareholders…all the way to its end-users –the customers, More so, as their products are meant for human consumption. In fact, VOFL’s motto has always been to launch brands that will make “Healthy U, Happy U”
The Group has not only expanded its business through integration and market penetration, but also diversified into various sectors.
Our vision is to be globally recognized company to produce and market the best worldclass quality food products by adopting worldclass latest enviornment friendly technology and to build strong brand loyal customerbase for the years to come plus to build trust and healthy relations among our employees, our investors, our society.
Healthy u, Happy u.
Vimal oil is a leading edible oil and food product company in india and our mission is to discover, develop, innovate and successfully reach each and every indian family with the best – pure healthy oils and food products to fulfill our mission statement “ healthy u, happy u”.
In our journey to the top we ensure to deliver the best value proposition as per global standerds in each and every area for the total satisfaction of our customers, vendors & parteners, investors & stakeholders, thus to contribute nation’s growth.
We are fortunate to be in an industry dealing in products that will always be in demand.
Within the edible oil industry, there has been a marked paradigm shift. It is getting more organized, and the players themselves are getting fewer and bigger, with larger refining capacities. As a result of the positive growth in the economy, health-conscious consumers are willing to pay more for quality product.
The Indian food industry’s annual sales turnover is over Rs.140, 000 crores. Having established a sound infrastructure, coupled with a widespread distribution network, the Company now plans to enter this high-growth, value added food segment.
With quality that has benchmark, backward integration that ensures better control, distribution that is leaving no corner untouched, and sales that are ever-increasing, Vimal Oil & Foods has a bright future to look forward to.
We have never let our long-standing reputation and numerous commercial successes, make us complacent. We still continue to work with the same zeal and dedication that has made us what we are today.
And as a token of our appreciation, we have consistently rewarded our shareholders with dividend year after year. It is our way of expressing our gratitude to those countless thousands who have placed their trust in us, by consuming our products and investing in our ventures.
This Code of Business Conduct and Ethics describes and summarises the standards of business conduct for the Company and also highlights the importance of ethical value in conducting the business affairs of the Company.
This Code of Business Conduct and Ethics has been adopted by our Board of Directors to ensure efficient compliance with all legal requirements and other standards of business conduct. The main object of this Code of Business Conduct and Ethics is to deter wrongdoing and promote ethical conduct.
All employees, officers and trainees of the Company are expected to read and understand this Code of Business Conduct and Ethics. We must strive to ensure due compliance with the standards laid down by this Code and to enforce the same in their letter and spirit.
As the principles and standards laid down in this Code are general in nature, and it is not possible to put within its ambit every possible issue that may arise or every situation where standards of business conduct are required to be complied with, we should take note of the fact that these principles and standards described in this Code are rather key guiding principles and standards. We should also review all applicable Company policies and procedures from time to time.
This Code of Business Conduct and Ethics is subject to modification. It may be updated as and when needed.
1. This Code is approved by the Board of Directors in their meeting pursuant to the requirements of Clause 49 sub clause I D of listing agreement.
2. The Code is applicable to:
• Members of the Board
• Senior Management Cadre comprising CEO’s / Executive Directors, and General Managers both together referred to as “Employees” hereafter.
3. The Code with the exception of Clause 14 (Certification) is also applicable to all other employees not covered as above.
4. The Code of Business Conduct (“Code”) lays down important corporate values that shape the Company’s value system and business practices and represents cherished values of the Company.
5. The Code provides guidance to employees in recognizing and dealing with important ethical and legal issues and fosters a culture of honesty and accountability.
This Code is not intended to cover every legal or ethical issue that may arise in course of the business. When required, advice or guidance must be taken from the appropriate person in the Senior Management Cadre.
We are committed to the highest level of ethical conduct and it should be reflected in all business activities of the Company. We must respect and adhere to these practices. These practices have various legal and regulatory consequences. The violation of the same would create significant liability for you, the Company and its employees, officers and Directors.
It will be our responsibility to enforce this Code of Business Conduct and Ethics. Any violation would be reported to the Head of Department and it may lead to disciplinary action up to and including termination.
Each director, officer and employee must acquire appropriate knowledge of the requirements regarding his or her duties sufficient to enable him or her to comply with the provisions of all applicable laws, rules, regulations and any other statutory orders.
A conflict of interest exists where the interests or benefits of any employee, officer or director of the Company conflict with the interest or benefit of the Company and its affiliates.
Our employees, officers and directors of the Company are expected to act in accordance with the highest standards of personal and professional integrity, honesty and ethical conduct. The honest conduct would be a conduct that is free from fraud or deception. The ethical conduct would be a conduct conforming to the accepted professional standards of conduct.
It is not practical and possible to list all situations in which conflict of interest may arise, however following examples of situations, which may constitute a conflict of interest, are provided for your perception regarding the nature and scope of the term “a conflict of interest”:
Engaging in any activity that interferes with your performance or responsibilities to the Company,
Accepting simultaneous employment with a Company supplier, customer, developer or competitor or taking part in any activity that enhances or supports a competitor’s position
Investing in a Company supplier, customer, developer or competitor which may result in compromise with the responsibilities to the Company,
Conducting the business of the Company with relative or with a business in which a relative is associated in any significant role,
Accepting any offer, payment, promise to pay, or authorisation to pay any money, gift or anything of value from customers, vendors, consultants, etc. that is perceived as intended, directly or indirectly, to influence any business decision, any act or failure to act, any commitment of fraud, or opportunity for the commission of any fraud,
Competing, directly or indirectly, with the Company for the purchase or sale of the property, products, services or other interest,
Receiving loan or guarantee of an obligation as a result of your position with the Company.
Each of us has responsibility to handle such actual or apparent conflict of interest in ethical manner taking in view the principles and standards laid down in this Code.
We all are committed to ensure timely and adequate disclosure of relevant information to the shareholders, SEBI, ROC, Stock Exchanges and all other legal and statutory authorities. Such disclosure shall be full, accurate, timely, understandable and true & fair.
All employees, officers and directors are prohibited to exploit the corporate opportunities, which are discovered through the use of corporate property, information or position, for their own personal benefit or gain.
The Corporate Confidential Information is a valuable asset to the Company. The confidential information includes product plans and architectures, source codes, names and lists of existing and potential customers, dealers, suppliers and employees, any non-public information that might be useful to the competitors of the Company, intellectual properties, business objects and strategies, pricing information and any other vital financial, commercial and legal information. All confidential information must be used for the purposes of the Company. All directors, officers and employees of the Company must respect the property rights including the intellectual rights of other companies and concerns.
The obligation to safeguard the proprietary and confidential information continue to exit even after leaving the employment of the Company. Each of us has liability to return all corporate confidential information in possession while leaving the Company.
All employees, officers and directors are responsible for protecting and for appropriate use of the assets of the Company. We must safeguard the assets of the Company against loss, damage, misuse or theft. Any violation of this aspect of this code will subject to the disciplinary action up to and including termination of the employment or business relationship. The assets of the Company including vehicles, spares and supplies, equipments, stationery, funds, brand and logo of the Company, hardware & software and all other electronic communication devices, must be utilized in legal, ethical and appropriate manner.
The Board of Directors (the “Board”) and the senior management of Vimal Oil & Foods Limited subscribe to the following Code of Conduct adopted by the Board. They would
i. use due care and diligence in performing their duties of office and in exercising their powers attached to that office;
ii. act honestly and use their powers of office, in good faith and in the best interests of the company as a whole;
iii. not make improper use of information nor take improper advantage of their position as a Director;
iv. not allow personal interests to conflict with the interests of the company;
v. recognise that their primary responsibility is to the company’s shareholders as a whole but they should (where appropriate) have regard for the interests of all stakeholders of the company;
vi. not engage in conduct likely to bring discredit upon the company; and
vii. be independent in judgment and actions, and to take all reasonable steps to be satisfied as to the soundness of all decisions taken by the Board of Directors;
viii. ensure the confidentiality of information they receive whilst being in office of Director and is only disclosed if authorised by the company, or the person from whom the information is provided, or as required by law;
Our Company has absolutely prohibited the use of Unpublished Price Sensitive Information and any other non-public information for trading in the securities of the Company. The violation of this would result in appropriate disciplinary and legal action.
Our Company has laid down the Code of Conduct for Prevention of Insider Trading for ensuring due compliance with the provisions of the applicable regulations regarding prevention of Insider Trading. Copy of the Code of Conduct for Prevention of Insider Trading is available with the Compliance Officer of the Company.
We must remember that we represent our Company while dealing with our customers, suppliers and public. We hereby confirm our commitment to build a relationship based upon trust. Each employee, officer and director must act in such manner so that the members of public will be confident that they will be treated lawfully and in an ethical manner. No one should take unfair advantage through giving misleading information, concealment of facts, misrepresentation of material facts or abusing the non-public privileged information.
All financial and commercial transactions and dealings must be fully and accurately recorded in the Company’s books and records in accordance with the applicable laws. No payment shall be made in unethical way. The violation of the provisions of fair dealing would result in appropriate disciplinary action as well as potential civil or criminal action.
It is expected from all persons covered under this Code of Business Conduct and Ethics that they will adhere to the principles and rules laid down in this code. The appropriate disciplinary action will be taken against the delinquent employee, officer or Director who is found to violate these principles and policies or any other policy of the Company.
The disciplinary action may include immediate termination of employment or business relationship at the Company’s sole discretion. The Company will recover any loss suffered by it due to violation of the provisions of this code by any delinquent in legal manner.
All employees, officers and directors are encouraged to report any suspected violation promptly. The Company will not tolerate any kind of retaliation for reports or complaints regarding misconduct that were made in good faith.
The members of the Board of Directors and/or members of Audit Committee will be notified of any concerns about violations of standards for conduct of business, ethics, laws, rules, regulations or this Code.
The Board of Directors of the Company must approve any waiver or implicit waiver of any provision of this Code of Business Conduct and Ethics for a member of the Board of Directors or executive officer in writing and the same shall be promptly disclosed.
The Company Secretary of the Company must approve any waiver of any provisions of this Code regarding any other employee, officer, agent or contractor in writing.
Any such waiver will be disclosed in the Annual Report of the Company.
The directors / employees to whom the Code is applicable shall every year affirm to the Board of Directors their compliance with the Code in the format attached herewith as Annexure A. The Managing Director will make a declaration in the annual report for each year that the above affirmations have been received from the Employees.