The Whistleblower Policy

The company follows the path of transparency, ethics and honesty in all its dealings. The policy helps employees and associates to come forth and inform the management on any frauds or wrong-doings, being committed by colleagues or business partners, which are detrimental to the company’s reputation and respect.

This policy template is available for download in Word format.

With this Whistleblower Policy template, you can:

• Provide clear formats in which whistleblowers can submit their findings or suspicions
• Encourage whistleblowers to provide any proof to substantiate their findings
• Convey company’s policy to protect their identity and from any actions for such submissions

In just a few minutes, you will be able to create a whistleblower policy. This policy covers rules to be followed with respect to:

• Procedure to approach the management with a complaint or information or suspicion
• Investigation process on such complaints by the company
• Conclusion and action based on findings, evidence, etc.
• Consequences of false or mala-fide submissions

Whistleblower Policy

Objective

< Company Name > strongly preaches and follows a moral and transparent path in all its business affairs with clients, employees, government bodies, associates and partners by adopting the highest standards of professionalism, honesty, integrity and ethical behaviour.

The objective of this policy is to encourage employees or well-wishers to come forward and inform the Management about whom they suspect is creating fraud or spreading misinformation or has confidential information or data that is working against the interests and progress of the organisation.

Scope and Applicability

The Whistle Blower Policy applies to all employees and associates. It encourages them to inform of any observations or suspicion of any kind of wrong-doings, by the Company’s employees or associates, which are detrimental to its reputation and respect.

Any actual or potential violation of the Code of Conduct, however insignificant or perceived as such, would be a matter of serious concern for the Company.

Policy / Procedure

Policy

All employees and directors of the Company are encouraged to make Protected Disclosures under the Policy. ‘Protected Disclosures’ mean that both the disclosures and the names of the informer will be kept strictly confidential at all times. The disclosures may be in relation to matters concerning the Company or its associates. Any person who wishes to make such disclosures should discreetly get in touch with their Reporting Manager and HR to inform them of the incident or observations. In case the incident involves the Whistleblower’s Reporting Manager himself/herself or is found to be a participant in the incident, then the employee should approach the Head of Department along with HR.

Any proof such as documents, media, photographs, messages, chats, mails, etc., should be provided in order to substantiate the complaint.

Whistleblowers are not required to conduct their own audits or investigate such incidents but merely lodge a complaint with appropriate personnel. The HR or Management will take the investigations forward as they deem fit.

Procedure

• All Protected Disclosures concerning financial/accounting matters should be addressed to the Chairman of the Audit Committee of the Company for investigation. All other complaints should be registered with HR.
• If a Protected Disclosure concerning financial/accounting matters is received by any executive of the Company other than Audit Committee members, the same should be forwarded to the Chairman of the Audit Committee. Appropriate care must be taken to keep the identity of the Whistleblower confidential.
• Protected Disclosures should preferably be reported in writing so as to ensure a clear understanding of the issues raised and should either be typed or written in a legible handwriting in English or in the regional language of the place of employment of the Whistleblower.
• Protected Disclosures should be factual and should contain as much specific information as possible to allow for proper assessment of the nature and extent of the concern and the urgency of a preliminary investigative procedure.
• The Whistleblower may or may not disclose his/her identity in such Protected Disclosures. Anonymous disclosures will also be entertained. However, it may not be possible to interview the Whistleblowers and grant him/her protection under the policy.

Disqualifications

• While it will be ensured that genuine Whistleblowers are accorded complete protection from any kind of unfair treatment, any abuse of this protection will warrant disciplinary action.
• Protection under this Policy would not mean protection from disciplinary action arising out of false or bogus allegations made by a Whistleblower knowing it to be false or bogus or with a mala fide intention.
• Whistleblowers who make Protected Disclosures, on a regular basis, which have been subsequently found to be frivolous, baseless, malicious and having malafide intention or reported otherwise than in good faith will be disqualified from reporting further Protected Disclosures under this Policy. In respect of such Whistleblowers, the Company/Audit Committee would reserve its right to take/recommend appropriate disciplinary action.

Investigation

• All Protected Disclosures reported under this Policy will be thoroughly investigated by the Ethics Committee/Chairman of the Audit Committee of the Company that will investigate/oversee the investigations. If any member of the Audit Committee has a conflict of interest in any given case, then he/she should recuse himself/herself and the other members of the Audit Committee should deal with the matter on hand. In cases where a company is not required to constitute an Audit Committee, then the Board of Directors shall nominate a sitting Director to play the role of Audit Committee for the purpose of a vigil mechanism to whom other Directors and employees may report their concerns.
• The Audit Committee may at its discretion, consider involving any external investigators for the purpose of investigation.
• The decision to conduct an investigation taken by the Audit Committee is by itself not an accusation and is to be treated as a normal fact-finding process. The outcome of the investigation may not support or may not specifically align with the conclusion of the Whistleblower.
• The identity of a Subject (the alleged accused) will be kept confidential to the extent possible, given the legitimate needs of law and the policies.
• Subject will normally be informed of the allegations, at the outset, and a formal investigation. The person will have opportunities for providing inputs or defense during the investigation.
• Subject shall have a duty to co-operate with the Audit Committee or any of the internal/external investigators.
• Subject has a right to consult with a person or persons of their choice, other than the members of the Audit Committee and/or the Whistleblower. Subject shall be free at any time to engage external counsel at their own cost to represent them in the investigation proceedings.
• Subject has a responsibility not to interfere with the investigation. Evidence shall not be withheld, destroyed or tampered with, and witnesses shall not be influenced, coached, threatened or intimidated by them.
• Unless there are compelling reasons not to do so, the Subject will be given the opportunity to respond to material findings contained in an investigation report. No allegation of wrongdoing against a Subject shall be considered maintainable unless there is good evidence in support of the allegation.
• Subject has a right to be informed of the outcome of the investigation. If allegations are not sustained, the Subject should not continue to be treated with any suspicion or with any indifference.
• The investigation shall be completed normally within 45 days of the receipt of the Protected Disclosure

Protection

• No unfair treatment will be meted out to a Whistleblower by virtue of his/her having reported a Protected Disclosure under this Policy. The Company, as a policy, condemns any kind of discrimination, harassment or victimisation or any other unfair employment practice being adopted against Whistleblowers. The Company will take steps to minimise difficulties which the Whistleblower may experience as a result of making the Protected Disclosure. If the Whistleblower is required to give evidence in criminal or disciplinary proceedings, the Company will arrange for the Whistleblower to receive advice about the procedure, etc.
• The identity of the Whistleblower shall be kept confidential to the extent possible and permitted under law. Whistleblowers are cautioned that their identity may become known for reasons outside the control of the Audit Committee (e.g. during investigations carried out by external Investigators, etc).
• Any other employee assisting in the said investigation shall also be protected to the same extent as the Whistleblower.

Investigator’s Role

< Company Name > mandates that Investigators are required to conduct a process towards fact-finding and analysis, and will exercise their authority for specific access rights to data/information/property/buildings, etc., from the Ethics Committee/Audit Committee when acting within the scope of their investigation. Technical and other resources may be drawn upon as necessary to augment the investigation. All Investigators shall be independent and unbiased both in fact and as with perceived notions. Investigators have a duty of fairness, objectivity, thoroughness, ethical behaviour and observance of legal and professional standards. Investigations will be launched only after a preliminary review which establishes that:

• the alleged act constituted improper conduct or unethical activity
• the allegation is substantiated enough for an investigation to be conducted by a committee
• either the allegation is supported by information specific enough to be investigated or, otherwise, matters that do not meet this standard.

Decision

• If an investigation is led by the Audit Committee to conclude that an improper unethical act has been committed, the Audit Committee shall recommend to the management of the Company to take such disciplinary or corrective action as they deem fit. It is clarified that any disciplinary or corrective action initiated against the Subject as a result of the findings of an investigation shall adhere to the applicable disciplinary procedures.

Amendment

The Company reserves its right to amend or modify this Policy in whole or in part, at any time, without assigning any reason whatsoever.

Special Circumstance and Exception

Any Deviation from this policy has to be approved by HR. Any changes to the policy have to be approved by Legal and Compliance

Non-compliance and Consequences

Violation of this policy is subject to disciplinary action, up to and including termination.