Whistle Blower Policy

Objective
  • To provide an avenue to employees and other persons dealing with the Company like vendors and customers to raise concerns regarding unethical and improper practices.
  • To provide protection for the employees against reprisals or victimisation for blowing the whistle in good faith.
Definitions
  • “Unethical and improper practices” shall mean any actions (actual or suspected) which may lead to incorrect financial reporting or are not in line with Company policy and values or are unlawful or are which, by their very nature, amount to serious misconduct.
  • “Whistle Blower” means an employee or any other person dealing with the Company who makes a disclosure under the policy.
  • “Reported disclosure” means information reported under the policy in good faith which a Whistle Blower reasonably believes as evidence of illegality, gross waste or fraud, gross mismanagement, abuse of power, or a substantial and specific danger to the Company.
  • “Audit Committee” means the Audit Committee constituted by the Board of Directors of the Company.
Procedure for handling Reported disclosures
  • Any person who is an employee of the Company or receiving services directly/indirectly from the Company is eligible for protection under this Policy. Ordinarily it will not cover personal grievances of employees except under special circumstances like mental/physical harassment.
  • Documentary/circumstantial evidence is required to be furnished for complaint recognition.
  • Any person aggrieved by the services of the Company or any employee of the Company and has a grievance may make a complaint. Complaints/Disclosures against Segment Heads or MD & CEO of the Company will be referred to the Audit Committee.
  • All Reported disclosures shall be addressed to the Head-Risk, Compliance & Technology.
  • Adequate care shall be taken to keep the identity of the Whistle Blower confidential. The Reported disclosures shall be made in writing and should contain the following details –
    • Name and address of Whistle Blower.
    • Nature and facts of reported disclosures.
    • Impact / effect on the Company.
  • On receipt of the reported disclosure, a preliminary investigation shall be carried out by the Head-Risk, Compliance & Technology and based on such preliminary investigation the grievance will be resolved.
  • If the complaint is lodged with the Audit Committee, the Committee shall nominate an investigation officer to investigate the facts given in the Reported disclosure. The procedure of the investigation shall be decided by the Audit Committee or the Investigation officer, if so authorized by the Audit Committee.
  • The person/s alleged to be involved in the unethical or improper practice shall co-operate with the Investigation officer/Committee and shall have an opportunity to be heard and shall have a right to consult other persons of their choice, other than the investigating officials, at their own cost.
  • The Investigation Officer/Committee shall complete their investigation within a period of 45 days or within such extendedtime as may be granted by the MD & CEO/Audit Committee and shall submit their report to the MD & CEO/ Chairman of the Audit Committee. Decision on further disciplinary action to be taken based on such report shall be taken by the MD & CEO/Audit Committee within 30 days from the date of submission of the report.
  • The MD & CEO/Audit Committee shall decide if the outcome of such investigation shall be made public, keeping in view the best interest of the Company.
Protection to Whistle Blowers
  • The identity of a Whistle Blower shall be kept confidential to the extent possible and permitted under law.
  • No unfair treatment shall be meted out to a Whistle Blower by virtue of his having made a Reported disclosure under this policy. The Company shall ensure that any kind of discrimination, harassment, victimisation or other unfair employment practice is not adopted against the Whistle Blower and no action shall be taken to obstruct the Whistle Blower’s right to continue to perform his duties and functions.
  • Any other employee / person assisting in the investigation of Reported disclosure shall be protected to the same extent as a Whistle Blower.
  • The protection under this policy shall not be available for the following persons –.
    • Persons who abuse the policy by making Reported disclosures knowing it to be false and with a malicious motive or other than in good faith.
    • Whistle Blowers who have made three or more Reported disclosures, which have subsequently been found to be malafide, vexatious, frivolous or reported other than in good faith.
    • Persons against whom disciplinary proceedings have already been initiated for other reasons and who have subsequently made a Reported disclosure under the policy.
Reporting
  • The Company Secretary shall submit a quarterly report to the Board of Directors on all the Reported disclosures referred to the Audit Committee, the result of investigations and the action taken thereon.
Communication To The Policy
  • The policy shall be communicated to all the employees by the Human Resources Department and to other persons dealing with the Company through display on notice board and / or issue or circulars.