I. BACKGROUND OF THE POLICY: 

The policy has been drafted as per requirements of Section 177 of the Companies Act,2013 (‘’The Act”) read with  rules made there under(as amended from time to time), being a private sector undertaking responsible to formulate its own Vigil Mechanism Policy  in terms of requirement of the said Act.

Taking into consideration the above provisions, the Company has set-up and adopted the Vigil Mechanism which shall provide adequate safeguards against victimisation of employees and Directors and shall be overseen by the Director nominated in this behalf. The Vigil Mechanism of the Company provides direct access to such Director who may take suitable action against whom the complaint is being filed which expression shall include reprimanding.

II. OBJECTIVE:

 To provides a channel to the Directors and Employees of the Company to approach the management and report the concerns about unprofessional/unethical behavior, actual or suspected fraud or violation of the Company’s code of conduct and policy which they are or become aware so that action can be taken immediately to resolve the problem.

III. SCOPE:

It covers events which have taken place / suspected to have taken place or may take place in spectrum of malpractices, misuse or abuse of  authority, frauds or suspected frauds etc., on account of which interest of the Company and its stakeholders are generally affected. However, the mechanism does not release the employees from their duty of confidentiality in the course of their work and nor can it be used as a route for raising malicious or unfounded allegations about a personal situation.

All Employees including permanent & temporary and Directors of the Company are covered under the scope of the mechanism in relation to matters concerning the Company.

IV. SAFEGUARDS:

Against Harassment or Victimization

It assures the complainant to provide adequate safeguard and the complainant will be given full protection, if need arise.

Confidentiality

Every effort will be made to protect the complainant's identity and the complaint. No report shall be left anywhere unattended and email and soft copy of the documents shall be kept under the password.

Secret Allegation

The Vigil Mechanism encourages employees to disclose their names in the allegations which will help to take appropriate actions. Concerns expressed secretly will be investigated, but consideration will be given to:

• The credibility of the concern;
• Sources and seriousness of the issue;
• Malicious Allegations

Malicious allegations may result in serious disciplinary action. In case of repeated frivolous complaints being filed by any director or employee, Shri Vikas Agarwal (DIN: 00985596), director of the company take suitable action against the concerned director or employee including reprimand.

V. PROCEDURE:

 Process for raising a concern

1. Where any Director or employee finds or observes any of the events which have taken place / suspected to have taken place or may take place in relation to misuse or abuse of authority, fraud or suspected fraud, on account of which the interest of the Company, shall be reported in writing by the complainant as soon as possible.
2. A Complainant can send a written complaint to the Vigilance officer Shri Vikas Agarwal (DIN: 00985596), Director of Clay Craft India Private Limited, on Vikas_agarwal70@hotmail.com
3. Complaint against Vigilance officer should be addressed in writing to Mr. Padam Narain Agarwal, Director of Clay Craft India Private Limited, on claycraftindia@hotmail.com
4. The broad terms of Vigilance Mechanism and adequate safeguards against victimization of employees and Directors be and are hereby defined below: 

• All the Employees and Directors shall have direct access to Vigilance officer of the Company in exceptional cases.
• To encourage employees to bring unethical and legal violations they are aware of to an internal authority so that action can be taken immediately to resolve the problem;
• The Vigilance Officer may take appropriate actions against frivolous complaints as he deem fit;
• The Vigilance Officer shall encourage employees to bring ethical and legal violations they are aware of so that action can be taken immediately to resolve the problem.
• To minimize the organization exposure to the damages that can occur when employees circumvent internal mechanism.
• To let employee know that the organization is serious about adherence to code of conduct.
• 5. On receipt of the Complaint/Grievances the Vigilance Officer shall make a record of the Complaint/Grievances and may also ascertain from the complainant details for further appropriate investigation and needful action. 

INVESTIGATION:

1. All Complaints/Grievances will be recorded and thoroughly investigated. The Vigilance Officer may investigate and may at his discretion consider involving any other Officer of the Company including Chief Security officer of the Company for the purpose of investigation.

2. Suspect(s) shall co-operate with the Vigilance Officer or any of the Officers appointed by it in this regard.

3. Suspect(s) have a responsibility not to interfere with the investigation. Evidence shall not be withheld, destroyed or tampered with and witness shall not be influenced, threatened or intimidated by the Concerned Person(s).

4. Unless there are compelling reasons not to do so, Suspect(s) will be given the opportunity to respond to material findings contained in the investigation report. 

5. No allegation of wrong doing against a suspect shall be considered as maintainable unless there is good evidence in support of the allegation.

6. Suspect(s) has a right to be informed of the outcome of the investigations.

7. The investigation shall be completed normally within one month of the receipt of the Complaints/Grievances and is extendable by such period as the Vigilance Officer deems fit.

DECISION AND REPORTING 

1. In case prima facie case exists against the suspect then the Vigilance Officer may take suitable action in this regard or shall close the matter, for which he shall record the reasons in writing. Copy of above decision shall be circulated to the complainant and the suspect.

2. In case the suspect is any Director of the Company, the Vigilance officer shall examine and if deemed fit the Vigilance Officer shall appropriately and expeditiously investigate such complaint.

3. A complainant who makes false allegations of unethical and improper practices or about wrongful conduct of the suspect to the Vigilance officer shall be subject to appropriate disciplinary action in accordance with the rules of the Company.

4. If the alleged fraud or misconduct is proven after investigation, the Vigilance Officer may impose such penalty / fine as it may deem fit depending upon nature of fraud or unethical act done by the person.

Timing

The earlier a concern is expressed, the easier it is to take action. The efforts will be to complete the investigation process by a month, subject to receipt of proper cooperation from all concerns.

Evidence       

The onus of proving the allegations will be on the person raising the issues. Written evidence will be preferred.

Report to Complainant:

The complainants will be given the opportunity to receive a report on their concern in two weeks. The report may inter alia contain:

1. Acknowledgement that the concern was received;
2. Manner in which matter will be dealt with;
3. An estimated time for a final response;
4. Intimation regarding initial inquiries, if any;
5. Any further investigation, if further needed.

Further Information:

Depending upon requirement, further information may be sought from the complainant.

The Board of Directors reserves its right to modify or amend this policy at its sole discretion at any time as it may deem necessary. 

DISCLAIMER

While this policy has been made as informative as possible and structured to ensure quick and easy interpretation by all. As and when there’s an amendment to this policy, the updated policy document will be shared through the appropriate channel of communication.