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Code Of Conduct     ( Solardut Sunspot Technology Pvt. Ltd. )

   Introduction

        The Solardut Sunspot Technology Pvt. Ltd. Business Principles prescribe certain values and principles which Solardut has committed to statewide.This Code of Business Conduct specifies and helps the continued implementation of the Corporate Business Principles by establishing certain non-negotiable minimum standards of behavior in key areas. The nature of this Code is not meant to cover all possible situations that may occur. It is designed to provide a frame of reference against which to measure any activities. Employees should seek guidance when they are in doubt about the proper course of action in a given situation, as it is the ultimate responsibility of each employee to “do the right thing” a responsibility that cannot be delegated. Employees should always be guided by the following basic principles: - Avoid any conduct that could damage or risk Solardut or its reputation; - Act legally and honesty ; - Put the company’s interests ahead of personal or other interests For the purposes of this Code, references to “employee” include employee, associates, officers and directors of Solardut Sunspot Technology and its….

   Compliance with laws, rules and regulations

        Solardut and its employees are bound by the law. Compliance with all applicable laws and regulations must never be compromised. Additionally, employees shall adhere to internal rules and regulations as they apply in a given situation. Those internal rules are specific to the Company and may go beyond what is required by the law. All employees must protect our company’s legality. They should comply with all environmental, safety and fair dealing laws. We expect employees to be ethical and responsible when dealing with our company’s finances, product, partnerships and public image.

   Conflicts of Interest

       A Conflict Interest occurs when personal interests of an employee or the interests of a third party compete with the interests of of Solardut. In such a situation, it can be difficult for the employee to act fully in the best interests of Solardut. Employees shall avoid Conflicts of Interest whenever possible. If a Conflict of Interest situation has occurred or if an employee faces a situation that may involve or lead to a Conflict of Interest, the Employee shall disclose it to his or her line Manager and/or the HR or Legal or Compliance Function to resolve the situation in a fair transparent manner.

   Outside directorships and other activities

       We take pride in Solardut’s reputation and consider Solardut’s best interests also in your outside engagements and activities. Outside of Solaredut, no activities shall be pursued if such activities will interfere with the employee’s responsibilities for Solardut or if they create risks for Solardut’ reputation; or if they in any other way conflict with the interests of Solardut . When in doubt about the permissibility on any activity, employees shall consult with the HR or the legal or compliance Function . The following position and activities are deemed acceptable only in case of prior authorization from a member of the executive board:

- Board member

- Officer

- Employee

- Partner

- Consultant

Authorization will be withheld if the position or activity is likely to conflict with be Solardut’s interests or the employee’s responsibilities. Unless requested by the company to take up particular position or activity, employees shall pursue outside activities and position at their own risk and cost and within their spare time only.

   Families and Relatives

        Our hiring and people development decision will be fair and objective Immediate family members and partners of employees may be hired as employees or consultants only if the appointments is based on qualification, performance, skills, and experience and provide that there is no direct and indirect reporting relationship between the employee and his or her relative or partner. These principles of fair employment will apply to all aspects of the employment, Including, compensation, promotion and transfers, as well as in case that the relationship develops after the respective employee has joined the company. Provided that they are equally suited as other candidates, priority may be given to children of Solardut employees with respect to internships, training periods, employment during holidays and similar short, and term assignments.

   Corporate Opportunities

       We are committed to advance Solardut’s Business:-    Employees shall not compete with the company. Nor shall they take personal advantage of business opportunities that might be of interest to the company ,they shall inform their line manager who will seek a management decision as to whether or not the company wants to pursue the opportunity. Even if the company decides against pursuing the opportunity , the employee may seize the opportunity on his or her own result in direct or indirect competition with the company’s operations.

   Insider trading

       We respect and follow the Insider Trading Rules when buying or selling Solardut securities:- Solardut prohibits the purchase and of Solardut shares or securities on the basis of potentially shares price relevant information which is not yet public. Non compliance may not only entail disciplinary sanctions, but also result in criminal charges . When in doubt regarding the interpretation or applicability of Solardut’s insider trading rules, employees shall consult with will the Legal or compliance function.

   Antitrust and fair dealing

       We believe in the importance of free competition Solardut is prepared to compete successfully in today’s business environment and will always do so in full compliance with all application antitrust, competition and fair dealing laws .therefore , employees must at all times adhere to the following rules:

      - Commercial policy and prices will be set independently and will never be agreed formally or informally , with competitors or other non related parties, whether directly or indirectly ;

       - Customers ,territories or product markets will never be allocated between Solardut and its competitors but will always be the result of fair competition;

      - Customers and suppliers will be dealt with fairly.

   Confidential information

       We value and protect our confidential information and we respect the confidential information of other. Confidential information consists of any information that is not or yet public information. It includes trade secrets, business, marketing and service plans, consumer insights, engineering and manufacturing ideas, product, recipes, designs, databases, records, salary information and nay non –published financial or other data.

      Solardut’s continued success depend on the use of its confidential information and its non- disclosure to third parties .Unless required by law or authorized by their management , employees shall not disclose confidential information or allow such disclosure. This obligation continues beyond the termination of employment .Furthermore, employees must use best efforts to avoid unintentional disclosure by applying special care when storing or transmitting confidential information. Solardut respects that third parties have a similar interest in protecting their confidential information. In case that third parties , such as joint venture partners, suppliers or customers, share with Solardut confidential information , such information shall be treated with the same care as if it was Solardut’s confidential information .In that same spirit, employees shall protect confidential information that they have obtained in the course of their prior employment.

   Fraud Protection of Company Assets, Accounting

       We insist on honesty and we respect the company’s assets and property.. Employees must be never engage in fraudulent or any other dishonest conduct involving the property or assets or any third party. This may not only entail disciplinary sanction but also result in criminal charges.

      Solardut financial record are the basis for managing the company’s business. Therefore, any financial record must be accurate and in line with Solardut accounting standards. Employees shall safeguard and make only proper and efficient use of Solardut property. All employees shall seek to protect Solardut property form loss, damage, misuse, theft, fraud, embezzlement and destruction. These obligations cover both tangible and intangible assets, including trademarks; know how, confidential or proprietary information and information system.

       To the extent permitted under applicable low, the company reserves the right to monitor and inspect how its assets are used by employees, including of all e-mail, data and files kept on company network terminals.

   Bribery and Corruption

       We condemn any form of bribery and corruption …. Employee must never, directly or through intermediaries, offer or promise any personal or improper financial or other advantage in order to obtain or retain a business or other advantages from a third party, whether public or private. Nor must they accept any such advantage of return for any preferential treatment of third party. Moreover or behavior that could give rise to the appearance or suspicion of such conduct or the attempt thereof.

      Employees should be aware that the offering or giving of improper benefits in order to influence or the decision of the benefits in order to influence the decision of the recipient, even if he or she is not a government official, may not only entail disciplinary sanction but also result in criminal charges. Improper benefits may consist of anything of value for the recipient, including employment or consultancy contracts for closely related parties.

      Employee must be aware that election laws in may jurisdiction generally prohibit political contribution by corporations to political parties or candidates . Solardut has adopted a policy not to make such contributions except for the parent company in its country of origin. Any such contribution and any deviations from such policy must be approved by the CEO and the Chairman of Company.

   Gifts, Meals, Entertainment

       We compete and do business based only on quality and competence... Employees shall not be influenced by receiving favours nor shall they try to improperly influence other by providing favours. Employee may only offers are accept reasonable meals and symbolic gifts which are appropriation under the circumstances, and they shall not accept or offer gifts, meals, or entertainment if such behaviour could create the impression of improperly influencing the respective business relationship.

      When assessing the situation in light of the above, employees shall consult the policy applicable in their market .if no such policy is available. They shall apply the most restrictive local practice in order of avoid even the appearance of improper dealing. When in doubt the employee shall seek guidance from his or her line manager or the legal or compliance function. No employee shall be offer to or accept from any third party gift taking the form of any of the following , whatever the value involved :- - Money - Loans - Kickbacks - Similar monetary advantages

   Discrimination and harassment

       We embrace diversity and respect the personal dignity of your fellow employee....Solardut respects the personal dignity, privacy and personal rights of every employee and is committed to maintaining a workplace free from discrimination and harassment .therefore, employee must not discriminate on the basis of origin, nationality, religion, race, gender, age or sexual orientation, or engage in any kind of verbal or physical harassment based on any of the above or any other reason. Employee who fell that their workplace does not comply with the above principles is encouraged to raise their concerns with the HR Department.

   Failure to comply

       We will consult the code, comply with its provision and seek guidance where needed It is each employee’s responsibility to ensure full compliance with all provision of this code and to seek guidance where necessary from their line manager, or the HR or the legal or compliance function. To “do the right thing” and to ensure the highest standards of integrity is each employee’s personal responsibility that cannot be delegated. When in doubt, employee should always be guided by the basic principles stated in the introduction to this code.

      Any failure to comply with this code may result in disciplinary action, including the possibility of dismissal and, if warranted, legal proceeding or criminal sanctions.

   Reporting illegal or non – compliant conduct

       We take responsibility for ensuring that we all act with integrity in all situations Employee shall report any practices or action believed to be inappropriate under this code or even illegal to their line managers or the appropriate members of the HR or the legal or compliance function. If it is appropriate, in view of the nature of the reported matter, reports of violations may be made directly to higher levels including the Group’s chief Executive officer and/or chief compliance officer.

   Board of Direction and executive board of Solardut

        Where appropriation, complaints may be made on a confidential basis or thought employee Hotlines. All complaints shall be properly investigation. Solardut prohibits retaliation against any employee for such reports made in good faith, while it also protects the rights of the incriminated person.