|
|
 |
| |
The Board of Directors of ESAB India Limited have adopted the
Whistle Blower Policy so that the employees of the company have a
secure mechanism to report any concerns that they may have of
actual, suspected or planned wrongdoings (hereinafter “wrongdoings”)
involving an ESAB Company (Esab India Limited or any of its
subsidiaries or associate companies) or any of its directors, officers or
employees.
The employees of the company have a right to report any such
concerns through this policy, knowing fully well that such an act of
whistle blowing on his / her part would not lead to any discrimination
or recrimination against him / her.
The Chairman of the Company and the Chairman of the Audit
Committee shall be the persons to whom such concerns can be
addressed. Correspondence on this may be addressed to them at the
address of the Registered Office at Plot No.13, 3rd Main Road,
Industrial Estate, Ambattur, Chennai 600 058, or by email to
chairman.esabindia@esab.co.in (Chair of the Board), or kvaidya1@gmail.com (Chair of the Audit Committee). |
|
| |
| PROTECTION OF WHISTLEBLOWER |
| Any employee of the Company making a report in good faith, can do
so in the knowledge and confidence that the Board of Directors of
ESAB India Limited will ensure that the act will not lead to the
employee facing any recrimination, punishment or victimization.
Reports made in good faith must be based on a reasonable belief that
a Wrongdoing has occurred or is likely to occur. If a subsequent investigation reveals that there was no Wrongdoing the employee
making the report would not be subjected to any victimization or
disciplinary action if he/she had acted in good faith. |
| |
| SCOPE OF POLICY |
| The policy applies to all ESAB Companies in India, including joint
ventures and other investments in which any ESAB Company has a
participating interest. The policy applies regardless of the jurisdiction
in which the Wrongdoing occurs or is suspected to have occurred, or
whether or not such Wrongdoing or suspected Wrongdoing occurs in
the home country or jurisdiction of another Country. |
| |
| WRONGDOING FOR WHISTLE BLOWING PURPOSES INCLUDES
THE FOLLOWING |
|
Criminal activities; |
|
Fraud, forgery or defalcation |
|
Bribery or corruption |
|
Provision of misleading information or the falsification of
financial or other records; |
|
Breaches of copyright, patents and licences; |
|
Violation of environmental legislation; |
|
Violation of restraint of trade legislation; |
|
Failure to comply with other legal obligations; |
|
Violation of the Code of Conduct; |
|
Violations of human rights, of child rights, use of child labour, workplace harassment, unfair treatment of employees; |
|
Insider trading in the company’s shares; |
|
Falsification of statutory reports and records, including the
company’s financial statements and accounting records; |
|
Breaches of other policies and procedures (including, without
limitation, breaches of financial controls and reporting
requirements) and |
|
Concealing or overlooking any of the above |
|
| This is an illustrative list and employees can report other
concerns. |
| |
| PROCEDURES |
|
Where an Employee of the Company suspects there is a Wrongdoing
or has been asked to participate in a Wrongdoing, the employee has a
paramount duty to report the concern immediately |
| |
- In the circumstances where any ESAB Employee is directed to carry
out or account for a transaction or series of transactions, that, in
such ESAB Employee’s opinion, are outside normal policies and
procedures, he should bring his concerns to the attention of the
Chairman of the Company or the Chairman of the Audit Committee
|
|
Reports should be made to the individuals referred to in paragraph 1
above |
|
If an employee, who has a concern that the Code of Conduct is not
being properly complied with, should report it, in the first instances, to
his immediate superior. In case the concern involves the superior or
the employee believes that his/her report has not been acted upon, he
/ she should report the matter to the Chairman of the Company or the
Chairman of the Audit Committee.
Wherever possible an ESAB Employee should make a report
disclosing his/her identity. However, if he/she makes a disclosure
anonymously then consideration will only be given to such disclosures
if:- |
| |
- Tthe subject matter is serious enough to justify it;
- Sufficient information is provided to take further action;
- Anonymity does not harm the credibility of the disclosure; and
anonymity does not prevent the confirmation of details with other
sources
|
|
All reports under this Policy will be promptly and thoroughly
investigated, and all information disclosed during the course of the
investigation will remain confidential, except as necessary to conduct
the investigation and take any remedial action, in accordance with
applicable law.
All reports will be investigated by persons with the appropriate
authority and who are not directly linked with any aspect of the
Wrongdoing as may be instructed to by the Chairman of the Company
or the Chairman of the Audit Committee.
Wherever necessary, or required by law, a report may be referred to
an external body for further investigation. Where feasible any such
referral will be subject to the agreement of the Chairman of the
Company or the Chairman of the Audit Committee. |
|
All employees of ESAB India have a duty to cooperate in the
investigation of reports of Questionable Accounting / Audit Matters or
the reporting of fraudulent financial information or of Grave
Misconduct or of discrimination, retaliation or harassment resulting
from the reporting or investigation of such matters |
|
An employee shall be subject to disciplinary action, including the
termination of their employment, if the employee fails to cooperate in
an investigation, or deliberately provides false information during an
investigation. If, at the conclusion of its investigation, the Company determines that a violation of policy has occurred, the Company will
take effective remedial action commensurate with the severity of the
offense. This action may include disciplinary action against the
accused party, up to and including termination. Reasonable and
necessary steps will also be taken to prevent any further violations of
policy |
|
All documents related to the reporting, investigation and
enforcement of this policy, as a result of a report of questionable
accounting, internal accounting controls, or auditing matters, or
the reporting of fraudulent financial information or matter
pertaining to Misconduct, or of the discrimination, retaliation or
harassment of an employee who made such a report, shall be
kept in accordance with the retention policy under applicable
law |
|
The results of an investigation shall be communicated to the ESAB
Employee if considered appropriate by the Chairman of the Company
or the Chairman of the Audit, provided the employee concerned has
agreed to maintain confidentiality |
|
| |
| AMENDMENTS |
| The Board of Directors of the Company may modify this Policy.
Modification may be necessary, among other reasons, to maintain
compliance with local, state and central regulations and / or to
accommodate organizational changes within the Company. |
| |
| |
|
