Whistle Blower Policy
( Version 2.4 July 19, 2022 )
1. Introduction
- 1.1 ICICI Lombard General Insurance Company Limited (‘the Company’) seeks
to create an environment free of unfair practices and unethical conduct by
laying down the highest standards of conduct for its employees, to ensure
their overall professional growth, and to set industry benchmarks for fair
practices.
- 1.2 The Company has established its Whistle Blower Policy (‘the Policy’) to
supplement the Code of Conduct and Anti-Fraud Policy of the Company.
Through this Policy, the Company intends to encourage its employees to
report matters without the risk of subsequent victimization, discrimination or
disadvantage. The Policy applies to all employees working for the Company.
- 1.3 The Whistle Blowing or reporting mechanism set out in the Policy, invites all
employees to act responsibly to uphold the reputation of the Company. The
Policy aims to provide a mechanism to ensure that concerns are properly
raised, appropriately investigated and addressed. The Company recognizes
this mechanism as an important enabling factor in administering good
governance practices.
- 1.4 The Policy complies with the requirements of the vigil mechanism as
envisaged by the Companies Act, 2013 and the rules framed thereunder.
- 1.5 Nothing in this Policy is intended to limit any protections provided to Whistle
blowers by any applicable laws or regulations, or to place any limits on a
Whistle Blower’s ability to communicate with government, administrative, or
law enforcement authorities, as provided for by law.
2. Definitions
Unless otherwise specified in this Policy, the following terms shall bear the
meanings respectively assigned to them herein.
3. Reporting of a Whistle Blower Concern/Complaint
- 3.1 The employee may send a communication directly in writing through a letter
to
Chairperson of the Board or of any Committee of the Board or Statutory
Auditor or to Chief Compliance Officer, ICICI Lombard General Insurance
Company Limited, ICICI Lombard House, 414, Veer Savarkar Marg,
Prabhadevi, Mumbai 400025. An employee may also send a
communication through an e-mail addressed to whistleblower@icicilombard.com or
whistleblower.chairaudit@icicilombard.com.
Additional modes of communication or access would be available to
employees in appropriate or exceptional situations
- 3.2 Any concern received by the Chairperson of the Board or of any Committee
of the Board or Working Directors or Statutory Auditor (in writing or through
email) shall be forwarded to the Chief Compliance Officer for further action.
Such concern shall also be considered as a concern received under this
Policy and accordingly addressed.
- 3.3 Within a reasonable time of receipt of the concern by the Chief Compliance
Officer, an acknowledgement shall be sent to the sender of the concern
(where a return address or email is available). The acknowledgement shall
confirm receipt of the concern and inform the sender that the concern would
be inquired into and appropriately addressed and reported to the Audit
Committee.
- 3.4 If any employee has a reason to believe that the Chief Compliance Officer
or any function under his control and administration is involved in the
violation or has any interest involved which might shadow his judgment, the
employee may report his concern (even anonymously) to the Managing
Director and CEO of the Company.
- 3.5 In case the concern does not fall within the ambit of the Whistle Blower
Policy, the sender shall be informed that the concern is being forwarded to
the appropriate department/authority for further action, as deemed
necessary.
4. Administration of the Policy
- 4.1 The Chief Compliance Officer, upon receipt of the concern or complaint shall
immediately set in motion appropriate action to inquire into the matter. The
Chief Compliance Officer shall report to the subsequent quarterly Audit
Version 2.4 July 19, 2022
Committee meeting, details of the concerns received (without editing them).
The Chief Compliance Officer shall also update the Audit Committee on the
status of inquiry and actions. Further action shall be taken by the Chief
Compliance Officer based on the Audit Committee’s directions and
guidance, if any.
- 4.2 Inquiry into the concerns received under this Policy shall normally be
completed within 90 days of receipt of the concern by the Chief Compliance
Officer. Concerns requiring additional time for inquiry shall be intimated to
the Audit Committee at the time of reporting the status of inquiry and actions
on a quarterly basis. Once the inquiry is completed, the Chief Compliance
Officer shall communicate the actions to be taken, if any, by respective
groups within the Company and track closure of such actions. A concern
shall be kept open until such actions are initiated/completed.
- 4.3 The concern shall be deemed as closed upon conclusion of the inquiry and
disciplinary action, recovery proceedings, initiation of external legal
proceedings, or reporting as required by extant policies, after which the
concern shall be reported as closed to subsequent quarterly Audit
Committee meeting.
- 4.4 The status of all concerns which are open shall be reported to the Audit
Committee by the Chief Compliance Officer on a quarterly basis. Concerns
which were closed during the preceding quarter shall also be informed to
the Audit Committee along with relevant details.
- 4.5 The Chief Compliance Officer shall lay down operating guidelines for
handling the disclosures, investigations, record retention, communication,
process of reporting of actions taken etc. The operating guidelines will be
updated to the Audit Committee.
5. Protection to employees and prevention against retaliation, victimization or
harassment of employees raising any concern under the Policy
6. In case a concern regarding the Company is received by the Chairperson of the
Company or by the Working Directors/Presidents of the Bank or by the Head-Internal Audit Department of ICICI Bank (in writing or through email), such
concerns shall be handled in accordance with the Policy as if the concern is
received by the Chief Compliance Officer of the Company in due course.
7. Remedial/Disciplinary Action
Consequent to the investigation of a concern or violation reported under this
Policy, the Chief Compliance Officer may refer the findings to the Disciplinary
Committee for appropriate remedial action in case any employee involvement is
determined. In the event of any violation of applicable laws and policies, reported
under this Policy, found to be true and existing, corrective/disciplinary measures
Version 2.4 July 19, 2022
shall be recommended by taking suitable action, as deemed appropriate by the
Disciplinary Committee.
8. Confidentiality and Anonymity
- 8.1 In relation to complaints relating to concerns regarding questionable
accounting or auditing matters, an employee may choose to send
communication under this Policy on an anonymous basis. However, in
relation to such complaints, employees are encouraged to disclose their
identities while raising concerns under this Policy. This will assist in obtaining
additional details or evidence as may be required during the inquiry.
- 8.2 Strict confidentiality shall be maintained with regard to the identity of the
complainant, both during and post investigation. The identity of the
complainant shall not be released unless required by law.
- 8.3 Upon disclosure of identity, protection as defined in Para 5 of the Policy will
be provided to the employee. Disclosure of identity would not have any
impact on the employee's performance appraisal, assignment of work or
other matters related to employment with the Company.
- 8.4 This Policy does not preclude the Company from taking appropriate action
against an employee who improperly and/or in violation of the Code of
Conduct of the Company or who discloses fact that he or she has lodged the
complaint or the complaint (in whole or in part) to any member of the public
in any form or manner including over social media platform/s. Any
proceedings undertaken by the Company in such circumstances, and any
ensuing action taken by the Company against an employee, are intended to
be separate and distinct from the provisions of this Policy. The foregoing is
not intended to undermine protections afforded by this Policy in cases where
the Chairman of the Audit Committee or the Chief Compliance Officer is
satisfied that the employee has blown the whistle in good faith.
- 8.5 Other than in relation to complaints relating to questionable accounting or
auditing matters, or where the Chief Compliance Officer has directed a
complaint be considered under this Policy, the Company shall not entertain
any complaint where the complainant has not provided the required
information, including anonymous / pseudonymous complaints.
9. Record Keeping
Records pertaining to the complaint shall be maintained by the team responsible
for it. Records shall be maintained as per the extant policy of the Company,
currently defined as 10 years
10. Dissemination of information about the Policy
Chief Compliance Officer shall lay down an appropriate mechanism to
communicate the Policy periodically to the employees and for its suitable display
on the intranet of the Company. For better understanding of the Policy by
employees, FAQs and their responses would also be suitably displayed.
Queries/clarifications under the Policy would be handled by the Chief Compliance
Officer or any other person nominated by him for the purpose