Manipal Health Enterprises Limited has adopted a Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information (UPSI) to comply with Regulation 8(1) of the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015. The filing, submitted to the BSE and NSE on August 5, 2026, outlines a framework designed to ensure uniformity, transparency, and fairness in dealings with all stakeholders while preventing selective disclosure of material events. The adoption of this Code is a procedural requirement preceding the company’s public listing, ensuring that price-sensitive information is disseminated promptly and universally to maintain market integrity.

The Code designates specific roles for oversight, including a Chief Investor Relations Officer (CIRO) and a Compliance Officer. The CIRO is responsible for ensuring the uniform dissemination of information, monitoring compliance with disclosure timelines, and assessing the materiality of information in consultation with senior management. The Compliance Officer oversees the maintenance of records, monitors adherence to UPSI preservation rules, and ensures timely reporting of shareholding changes. Both officers work together to review disclosure controls and educate employees on regulatory requirements.

Key Provisions of the Disclosure Framework

The Code establishes strict protocols for handling Unpublished Price Sensitive Information to avoid selective disclosure. Key operational guidelines include:

The policy emphasizes that any inadvertent leakage of information triggers an immediate obligation to make that information generally available. The CIRO must consult the CEO, Whole-time Director, or CFO before responding to queries regarding market rumors, ensuring that all public announcements are accurate and compliant with SEBI’s Listing Obligations and Disclosure Requirements Regulations, 2015.

Handling Legitimate Business Purposes

Recognizing that UPSI may need to be shared for legitimate business purposes, the Code defines “legitimate purpose” to include sharing information with partners, lenders, auditors, legal advisors, and regulators in the ordinary course of business. Such sharing is permitted only if it does not evade insider trading prohibitions. Recipients of UPSI must sign confidentiality agreements acknowledging their status as insiders and agreeing not to trade in the company’s securities while in possession of such information. The Company must obtain detailed identifiers, including PAN numbers, for all recipients and maintain a structured digital database of these interactions.

Effective Date and Regulatory Context

The Code becomes effective from the date of approval of the Draft Red Herring Prospectus by the Board. This timing aligns with the company’s transition towards public listing, where rigorous disclosure standards are mandatory. The Board reserves the right to review and amend the Code to remain consistent with evolving statutory and regulatory directions. The submission of this Code under Regulation 8(2) of the PIT Regulations serves as formal intimation to the stock exchanges, ensuring that the regulatory framework for fair disclosure is in place before the commencement of public trading.