Whistle Blower Policy (Vigil Mechanism) — Extract

The policy provides a mechanism for directors, employees, vendors & other stakeholders to raise genuine concerns about unethical or unprofessional conduct. This policy is in compliance with Section 177 of the Companies Act, 2013.

This policy is applicable at all India level to all permanent or contractual employees & vendors.

All complaints will be treated in a confidential and sensitive manner. Identity of the Whistle Blower will be disclosed on a ‘need-to-know-basis’, subject to approval of the Whistle Blower.

• The WEC consists of CFO, CHRO, COO and Company Secretary.
• The Whole-time Director, as nominated by the Board, shall oversee implementation of the vigil mechanism and functioning of the WEC.
• The WEC shall meet as and when required to review and decide upon the complaints.
• The WEC shall submit its periodic reports to the Whole-time Director.

• A whistle blower (person who reports an unethical activity or conduct) should register a complaint on number 9819764352 or by writing to whistleblower@theobroma.in.
• The complaint will be received by the Works and Ethics Committee (WEC).
• The WEC will do a preliminary investigation to check the genuineness of the complaint.
• If investigation is required, the WEC shall appoint a team to investigate.
• The investigation team should complete the investigation and submit the report to the WEC.
• The WEC will then decide and give directions to implement its decision.
• The decision of the WEC shall be final and binding.