Preface

Section 177 (9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meeting of Board and its Powers) Rules, 2014 mandates the following classes of companies to constitute a Vigil Mechanism–

• Every Listed Company;
• Every Other Company which accepts deposits from the public;
• Every Company which has borrowed money from banks and public financial institutions in excess of Rs. 50 Cr.

Which, inter alia, provides for a mandatory requirement to establish a mechanism called the ‘Whistleblower Policy’ for directors and employees to report concerns of unethical behavior, actual or suspected, fraud or violation of the Company’s code of conduct or ethics policy Accordingly, this Whistleblower Policy (“the Policy”) has been formulated with a view to provide a mechanism for directors and employees of the Company to approach the Ethics Counselor / Chairman of the Audit Committee of the Company