ONGC Petro additions Limited (OPaL), a joint venture company was incorporated in 2006, as a Public Limited Company under the Companies Act, 1956, promoted by Oil and Natural Gas Corporation Limited (ONGC) and co-promoted by Gujarat State Petroleum Corporation Limited (GSPC) and GAIL India Limited (GAIL).
Accordingly, this Vigil Mechanism/Whistle Blower Policy has been formulated with a view to provide a mechanism for Directors and Employees of the Company to approach the Chairperson of the Audit Committee of OPaL in exceptional cases.
The purpose of this Policy is to encourage OPaL's employees and Directors who have concerns about suspected misconduct to come forward and express these concerns without fear of punishment or unfair treatment. The policy aims to provide an opportunity for employees and Directors to raise concerns and reassure them that they will be protected from reprisals or victimization for whistle-blowing in good faith.
"Whistle Blower" is an employee/director or group of employees/directors who make a Protected Disclosure under this Policy and is also referred to in this policy as a complainant.
However, this policy neither releases employees/directors from their duty of confidentiality in the course of their work nor can it be used as a route for raising malicious or unfounded allegations against people in authority and/or colleagues in general. Further, it should not be used as a route for taking up a grievance about a personal situation.
All Employees and Directors of the Company are eligible to make Protected Disclosures under the Policy in relation to matters concerning the Company.
On receipt of the Protected Disclosure, the Ethics and Vigilance Officer /Chairman of the Audit Committee, as the case may be, shall make a record of the Protected Disclosure and also ascertain from the Whistle Blower whether he was the person who made the Protected Disclosure or not. The record will include:
The Ethics and Vigilance Officer shall complete the investigation normally within 90 days of the receipt of the Protected Disclosure and is extendable by such period as the Audit Committee deems fit.
Technical and other resources may be drawn upon as necessary to augment the investigation. All Investigators shall be independent and unbiased both in fact and as perceived. Investigators have a duty of fairness, objectivity, thoroughness, ethical behaviour, and observance of legal and professional standards.
If an investigation leads the Chairperson of the Audit Committee to conclude that an improper or unethical act has been committed, the Chairperson of the Audit Committee shall recommend to the Management of the Company to take such disciplinary or corrective action as the Chairperson of the Audit Committee may deem fit.
A report with a number of complaints received under this Policy and their outcome shall be placed, with the assistance of the Ethics and Vigilance Officer, by the Chairperson of the Audit Committee before the Audit Committee on a regular basis.
The Whistle Blower, Ethics and Vigilance Officer, Members of the Audit Committee, the Subject(s) and everybody involved in the process shall:
Any other employee or director assisting in the said investigation shall also be protected to the same extent as the Whistle Blower(s).
Whistle Blower(s) 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 Disclosure under this Policy. In respect of such Whistle Blower(s), the Company/Audit Committee would reserve its right to take/recommend appropriate disciplinary actions.
The Whistle Blower shall have the right to access the Chairman of the Audit Committee directly in exceptional cases and the Chairman of the Audit Committee is authorized to prescribe suitable directions in this regard.
A Whistle Blower Policy cannot be effective unless it is properly communicated to employees. Employees shall be informed through email to all of them and the website of the Company.
All Protected Disclosures in writing or documented along with the results of Investigation relating thereto, shall be retained by the Company for a period of seven years or such other period as specified by any other law for the time being in force.
The Board with the concurrence of the Audit Committee 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 directors and employees unless the same is notified to the directors and employees in writing.