The Company believes in the conduct of the affairs of its constituents in a fair and transparent manner by adopting highest standards of professionalism, honesty, integrity and ethical behaviour.
The Company is committed to developing a culture where it is safe for all employees to raise concerns about any poor or unacceptable practice and any event of misconduct.
The purpose of this policy is to provide a framework to promote responsible and secure whistle blowing. It protects employees wishing to raise a concern about serious irregularities within the Company.
The policy neither releases employees from their duty of confidentiality in the course of their work, nor is it a route for taking up a grievance of a personal situation.
The Policy has been drawn up so that Employees can be confident about raising a concern. The areas of concern covered by this Policy are summarized in paragraph 5.
The definitions of some of the key terms used in this Policy are given below. Capitalised terms not defined herein shall have the meaning assigned to them under the Code.
- "Whistle Blower" is someone who makes a Protected Disclosure under this Policy.
- "Company" -- means Aircel Limited, Aircel Cellular Limited, Dishnet Wireless Limited
- "Audit Committee" means the Audit Committee constituted by the Board of Directors of the Company in accordance with Section. 292A of the Companies Act, 1956.
- Ethics Hotline Office means an office which receives all verbal/written protected disclosures and would proceed to deal with the disclosures as per the defined guidelines
- "Employee" means every employee of the Company (whether working in India or abroad) including the Directors in the employment of the Company.
- "Code" means the Aircel Group Code of Conduct.
- "Investigators" mean those persons authorised, appointed, consulted or approached by the Ethics Hotline Office and include the internal auditors of the Company and the police.
- "Protected Disclosure" means any communication made in good faith that discloses or demonstrates information that may evidence unethical or improper activity.
- "Subject" means a person against or in relation to whom a Protected Disclosure is made or evidence gathered during the course of an investigation.
- Guiding Principles
To ensure that this Policy is adhered to, and to assure that the concern will be acted upon seriously, the Company will:
- Ensure that the Whistle Blower and/or the person processing the Protected Disclosure is not victimized for doing so;
- Treat victimization as a serious matter including initiating disciplinary action on such person/(s);
- Ensure complete confidentiality.
- Not attempt to conceal evidence of the Protected Disclosure;
- Take disciplinary action, if any one destroys or conceals evidence of the Protected Disclosure made/to be made;
- Provide an opportunity of being heard to the persons involved especially to the Subject;
- Coverage of Policy
The Policy covers malpractices and events which have taken place/ suspected to take place involving:
- Breach of contract
- Negligence causing substantial and specific danger to public health and safety
- Manipulation of company data/records
- Financial irregularities, including fraud, or suspected fraud
- Criminal offence
- Pilferage of confidential/propriety information
- Deliberate violation of law/regulation
- Wastage/misappropriation of company funds/assets
- Breach of employee Code of Conduct or Rules
- Any other unethical, biased, favoured, imprudent event
Policy should not be used in place of the Company grievance procedures or be a route for raising malicious or unfounded allegations against colleagues.
This Policy is an extension of the Aircel Code of Conduct. Whistle Blowers should not act on their own in conducting any investigative activities.
Employees/ external, parties dealing with the company and the customers are encouraged to use the Ethics Hotline to make Protected Disclosures and raise/report any concerns or suspected violations of law and ethical conducts.. The Protected Disclosures may be in relation to matters concerning the Companies..
While it will be ensured that genuine Whistle Blowers are accorded complete protection from any kind of unfair treatment as herein set out, 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 Whistle Blower knowing it to be false or bogus or with a mala fide intention.
Whistle Blowers, who make three or more Protected Disclosures, which have been subsequently found to be mala fide, frivolous, baseless, malicious, or reported otherwise than in good faith, will be disqualified from reporting further Protected Disclosures under this Policy. In respect of such Whistle Blowers, the Company/Audit Committee would reserve its right to take/recommend appropriate disciplinary action.
- Manner in which concern can be raised
To support the efforts of the Aircel Code of Conduct, the Ethics Hotline will be implemented as a “safe” reporting mechanism.
The Ethics Hotline will be manned on a 24-hour basis and with the strictest of confidentiality. Any observed behavioural inconsistencies can be reported through the following Ethics Hotline channels: -
- Ethics Hotline +91 9716097804 / SMS
- Email Whistleblower@aircel.co.in
- Letters / documents to be addressed to Ethics Hotline Office, 5th Floor, Building No 10 A, DLF Cyber City, Gurgaon - 122001.Haryana, India
If a protected disclosure is received by any executive of the Company, the same should be forwarded to the Company’s Ethics Hotline office for further appropriate action. Appropriate care must be taken to keep the identity of the Whistle Blower 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, Hindi or in the regional language of the place of employment of the Whistle Blower.
Protected Disclosures should be factual and not speculative or in the nature of a conclusion, 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 Whistle Blower may or may not disclose their identity in the covering letter forwarding such Protected Disclosure.
Employees or the Whistle Blower, as the case may be, may be called upon to furnish more details but no action will be taken against the employees or Whistle Blower for making the reports, voicing their concerns or even making suggestions unless the employees act with wilful disregard for the truth.
No unfair treatment will be meted out to a Whistle Blower by virtue of his/her having reported a Protected Disclosure under this Policy. The Company, as a policy, condemns any kind of discrimination, harassment, victimization or any other unfair employment practice being adopted against Whistle Blowers.
Complete protection will, therefore, be given to Whistle Blowers against any unfair practice like retaliation, threat or intimidation of termination/suspension of service, disciplinary action, transfer, demotion, refusal of promotion, or the like including any direct or indirect use of authority to obstruct the Whistle Blower’s right to continue to perform his duties/functions including making further Protected Disclosure. The Company will take steps to minimize difficulties, which the Whistle Blower may experience as a result of making the Protected Disclosure. Thus, if the Whistle Blower is required to give evidence in criminal or disciplinary proceedings, the Company will arrange for the Whistle Blower to receive advice about the procedure, etc.
A Whistle Blower may report any violation of the above clause to the Chairman, Audit Committee, who shall investigate into the same and recommend suitable action to the management.
The Whistle Blower, the Subject, the Whistle Officer and everyone involved in the process shall:
- maintain complete confidentiality/ secrecy of the matter
- not discuss the matter in any informal/social gatherings/ meetings
- discuss only to the extent or with the persons required for the purpose of completing the process and investigations
- not keep the papers unattended anywhere at any time
- keep the electronic mails/files under password
If anyone is found not complying with the above, he/ she shall be held liable for such disciplinary action as is considered fit.
The Ethics Hotline Office shall submit a report to the Audit Committee on a quarterly basis about all Protected Disclosures referred to him/her since the last report together with the results of investigations, if any.
- Retention of documents
All Protected Disclosures in writing or documented along with the results of investigation relating thereto shall be retained by the Company for a minimum period of seven years.
The Company reserves its right to amend or modify this Policy in whole or in part, at any time without assigning any reason whatsoever. However, no such amendment or modification will be binding on the Employees unless the same is notified to the Employees in writing.