Philosophy

The Company's philosophy of Corporate Governance is based on preserving core values and ethical business conduct, commitment to maximize shareholder value on a continuous basis while looking after the welfare of all the other stakeholders which is the primary responsibility of the Board of Directors, Management and Employees. The six core principles viz. Integrity, Accountability, Transparency, Confidentiality, Control and Social Responsibility guide the Company towards fulfilling consistently the high standard of Corporate Governance in all facets of the Company's operations.

The Company has maintained a high level of commitment towards effective Corporate Governance. For Bayer, Corporate Governance is a continuous journey seeking to provide an enabling environment to harmonize the goals of maximizing Shareholder Value.

The Compliance of Clause 49 of the Listing Agreement has undoubtedly raised the standard of Corporate Governance in India. However, regulatory directives and enforcement will not be sufficient to create a best in class transparent organization. Our Corporate Governance philosophy is based on the following:

Belief in establishing trust with our customers, investors, employees, business partners, shareholders and the public at large.

Adopt a culture and process for credible self-regulation.

Be transparent and maintain high degree of disclosure level.

Satisfy the spirit of law and not just the letter of law.