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Code of

By Ernest Cook,2014-05-15 18:17
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Code of

In line with the best Corporate Governance Practices, the company has framed a

    policy through which employees and business associates may report unethical

    business practices at work place without fear of reprisal. Under the said policy all

    employees/business associates have direct access to the Chairperson and all

    the members of the Audit Committee. The whistle blower policy aims to-

    (i) Allow and encourage employees and business associates to bring

    to the management notice about suspected unethical behavior,

    malpractice, wrongful conduct, fraud and violation of the policies.

    (ii) Ensure timely and consistent organizational response.

    (iii) Provide protection against victimization.

    (iv) Build and strengthen a culture of transparency and trust.

The Audit Committee periodically reviews the existence and functioning of the

    Mechanism.

INTRODUCTION

The Board of Directors of the Company (Board) and Chief Executive

    Officer of the company are committed to maintain the higher standard of

    honesty, openness and accountability and recognizes that employees

    have an important role to play in achieving the goal. As a public company,

    the integrity of the financial matters of the “Company” and the accuracy of

    its financial information is paramount. The Company’s financial

    information guides the decisions of the Board. The stockholders of the

    Company and the financial markets rely on this information to make

    decisions. For these reasons, the Company will retain and treat all

    complaints concerning questionable accounting practices, internal

    accounting controls, or auditing matters (Questionable Accounting/ Audit

    Matters), or concerning the reporting of fraudulent financial information to

    our shareholders, the Government or the financial markets. The

    employees are requested to raise their concerns free of any discrimination,

    retaliation or harassment.

The Company recognizes the value of transparency and accountability in

    its administrative and management practices. Therefore, it supports the

     GULSHAN POLYOLS LTD. GULSHAN POLYOLS LTD.

    making of disclosures that reveal serious misconduct, i.e. conduct which results in violation of law by the Company or in an substantial mismanagement of Company resources, and if proven constitutes a criminal offence or reasonable ground for dismissal of the person engaging in such conduct.

    Therefore, it is the policy of the Company to encourage employees, when they reasonably believe that Questionable Accounting/ Audit Matters, on the reporting of fraudulent financial information to our shareholders, the Government or the financial markets and/ or serious misconduct have occurred or are occurring, to report those concerns to the Company’s management (on an anonymous basis, if employees so desire) or to raise those concerns by sending email to the Company email id

    (gscldelhi@gulshanindia.com) for this purpose, on an anonymous basis,

    as described below.

    All reports will be taken seriously and will be promptly investigated. The specific acting taken in any particular case depends on the nature and gravity of the conduct or circumstances reported, and the quality of the information provided. Where Questionable Accounting/ Audit Matters have occurred, or fraudulent financial information has been reported to our shareholders, the Government or the financial markets, or serious misconduct has occurred, those matters will be corrected and, if appropriate, the persons responsible will be disciplined.

    In addition, the Company is committed to providing a work environment in which employees, when they reasonably believe that Questionable Accounting/ Audit Matters have occurred, or that fraudulent financial information has been reported to our shareholders, the Government or the financial markets, or that serious misconduct has occurred, can raise those concerns free of discrimination, retaliation or harassment. Accordingly, the Company strictly prohibits discrimination, retaliation or harassment of any kind against any employee who, based on the employee’s reasonable belief that such conduct or practices have occurred or are occurring reports that information.

REPORTING AND INVESTIGATION

    If you have reason to believe that you have become aware of Questionable Accounting/ Audit Matters, or the reporting of fraudulent financial information to our shareholders, the Government or the financial markets or of serious misconduct, you must immediately report those facts to your immediate supervisor or to the Chief Executive Officer. You may then be

     GULSHAN POLYOLS LTD. GULSHAN POLYOLS LTD.

    GULSHAN SUGARS & CHEMICALS LTD GULSHAN SUGARS & CHEMICALS LTD GULSHAN SUGARS & CHEMICALS LTD

    requested to document your report in writing. If you have reason to believe that your immediate supervisor is involved in these matters, you should report these facts to the Audit Committee of the Company’s Board of Directors (the “Audit Committee”). You may also report your concerns anonymously by sending email on gscl@gulshanindia.com or by sending

    anonymous letter to the Chief Executive Officer of the Company.

    All complaints 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 employees and supervisors have a duty to co-operate in the investigation of reports of Questionable Accounting/ Audit Matters, or the reporting of fraudulent financial information, or of serious misconduct, or of discrimination of such matters. In addition, an employee shall be subject to disciplinary action, including the termination of their employment, if the employee fails to co-operate 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 offence. This action may include disciplinary action against the accused party, unto and including termination. Reasonable and necessary steps will also be taken to prevent any further violations of policy.

DISCRIMINATION, RETALIATION OR HARASSMENT

    The Company Strictly prohibits any discrimination, retaliation or harassment against any person who reports incidents of questionable accounting or auditing matters, or the reporting of fraudulent financial information, or of serious misconduct based on the person’s reasonable belief that such misconduct occurred. The Company also strictly prohibits any discrimination, retaliation or harassment against any person who participates in an investigation of complaints as above.

    If you later believe that you have been subject to discrimination, retaliation or harassment for having made a report under this policy, you must immediately report those facts to your immediate supervisor or the Chief Executive Officer. If, for any reason, you do not feel comfortable discussing the matter with your immediate supervisor or the Chief Executive Officer, you should bring the matter to the attention of the supervisor of your immediate supervisor, and if you are not comfortable with discussing the matter with any of those individuals, you should bring

     GULSHAN POLYOLS LTD. GULSHAN POLYOLS LTD.

the matter to the attention of the Audit Committee. It is imperative that you

    bring the matter to the Company’s attention promptly so that any concern

    of discrimination, retaliation or harassment can be investigated and

    addressed promptly and appropriately.

Any complaint that any managers, supervisors, or employees are involved

    in discrimination, retaliation, or harassment related to the reporting or

    investigation of questionable accounting or auditing matters, or the

    reporting of fraudulent financial information, or of serious misconduct, shall

    be promptly and thoroughly investigated in accordance with the

    Company’s investigation procedures. If a complaint of discrimination,

    retaliation or harassment is substantiated, appropriate disciplinary actions,

    up to and including discharge, will be taken.

    RETENTION OF DOCUMENTS

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 to our shareholders, the Government or the financial

    markets or of serious misconduct, or of the discrimination, retaliation or

    harassment of an employee that made such a report, shall be kept in

    accordance with the Company’s record retention policy and applicable law.

ADDITIONAL ENFORCEMENT INFORMATION

In addition, to the Company’s internal complaint procedure, employees

    should also be aware that certain law enforcement agencies are

    authorized to review questionable accounting or auditing matters, or

    potentially fraudulent reports of financial information. The Company’s

    policies and practices have been developed as a guide to our legal and

    ethical responsibilities to achieve and maintain the highest business

    standards. Conduct that violates the Company’s policies will be viewed as

    unacceptable under the terms of employment at the Company. Certain

    violations of the Company’s policies and practices could even subject the

    Company and any individual employees involved to civil and criminal

    penalties. Nothing in this policy is intended to prevent an employee from

    reporting information to the appropriate agency when the employee has

    reason to believe that the violation of a statute or regulation has occurred.

    MODIFICATION IN THE POLICY

     GULSHAN POLYOLS LTD. GULSHAN POLYOLS LTD.

    The audit committee or the Board of Directors of the Company can review

    and modify this policy unilaterally at any time without notice. Modification

    may be necessary among other reasons, to maintain compliance with laws

    and regulations and/or accommodation of organizational changes within

    the Company.

     GULSHAN POLYOLS LTD. GULSHAN POLYOLS LTD.

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