Anti-Fraud and Anti-Corruption Policy

Gifts, Entertainment and Hospitality

As a general rule, employees including subcontractors and/or members of their immediate families (spouse, mother, father, son, daughter, brother or any of these step- or in-law relationships, whether established by blood or by marriage) should not offer, solicit or accept cash or its equivalent, gifts, entertainment or anything of value to or from government officials, other clients, suppliers or others with whom G-Tech does business or is trying to do business.

This Policy does not prohibit normal and appropriate gifts, hospitality, and promotional or other similar business expenditure, such as corporate calendars, diaries and pens. However, the key determining factor for appropriateness of the gift or hospitality and/or its value would be based on facts and circumstances under which such gift or hospitality is provided.

The practice of giving gifts and hospitality is recognised as an established and important part of doing business. However, it is strictly prohibited when they are used as bribes. Giving gifts and hospitality varies between countries and what may be normal & acceptable in one country may not be so in another. To avoid committing bribery offence, giving gift or hospitality is acceptable under this Policy only if all the following requirements are met:

• It is permitted by local laws, regulations and the recipient’s organisational policies (as applicable)
• It does not include cash or a cash equivalent (such as gift certificates or vouchers)
• It is appropriate in the circumstances. For example, in India, it is customary for small gifts to be given during Diwali (refer examples of token gifts, below)
• It is given openly and transparently, not secretly and in a manner that avoids the appearance of impropriety
• It is intended to improve the image of G-Tech, better present its services or establish cordial relations
• It is not made with the intention of influencing an individual (or government official) to obtain a business advantage or in explicit or implicit exchange for favours/ benefits or for any other corrupt/ fraudulent purpose.

Examples of Token Gifts: Corporate calendar, planners, diary, pens, mugs, greeting cards, bouquet of flowers or dry fruits.

What is not acceptable?

It is not acceptable for any employee of G-Tech (or someone on his/ her behalf) to:

• Accept an offer of a gift of any size from any individual or supplier which is in negotiation with or is submitting a proposal (including an offer for providing consultancy services) with G-Tech.
• Give, promise to give or offer, any payment, gift, hospitality or advantage with the expectation or hope that a business advantage will be given or received or to reward a business advantage already given
• Give, promise to give or offer, any payment, gift or hospitality to a government official, agent or representative to facilitate” or expedite a routine procedure
• Threaten or retaliate against, another employee who has refused to commit a bribery offenceor who has raised concerns under this Policy
• Engage in any activity that might lead to a breach of this Policy

Threshold Limits: The value of gift(s) received from an individual should be less than5000.00 (Rupees Five Thousand only) or such greater or lesser amount as the Head Corporate Risk and Compliance will notify in writing, as applicable, from time to time.

Notification: If an employee of G-Tech receives a gift that has a value equal to or greater than Threshold Limit and which directly or indirectly relates to his/her employment with G-Tech (whether from any of G-Tech’s suppliers, business partners, customers, competitors or any others), an employee is duty bound to declare the receipt of gift in the Gift Register available with the Head – Corporate Risk and Compliance, within three business days following the receipt of the gift.

Facilitation Payments: G-Tech strictly prohibits disbursement and acceptance of “Facilitation Payments” of any kind.

Commercial Bribery: Just as we strictly prohibit fraudulent and corrupt means including bribery when dealing with our clients including Government Officials, we also prohibit the bribery of private persons or entities. Under no circumstances should any employee offer, promise, give or pay anything of value in return for any improper advantage.

Examples:

• Rupesh, a business development manager, invites an important existing client to attend a cricket match as part of a public relations exercise designed to cement good relations and enhance the client’s knowledge of our services. Is this acceptable?

Yes. This hospitality seems to be reasonable and justifiable in all the circumstances and the intention is to improve G-Tech’s image, better present our services and improve cordial relations.

• Rupesh invites a potential client to a fine dining a week before the deadline for RfP opening, which he hopes to secure in order to persuade them to accept his company’s RfP. Is this acceptable?

No. This hospitality would constitute bribery as it would be made with the intention of influencing the potential client to obtain business. The timing is important. If there was no RfP deadline, you may be able to entertain the potential clients without breaching the law. This is because the intention of the hospitality would be then to improve the Company’s image, better present the services and establish cordial relations with the potential client.

• A potential sub-contractor delivers a case of expensive wine to Aman, a week before Aman has to make a decision on the awarding the work. Can Aman accept the gift?

No. The gift appears to have been made with the clear intention of influencing Aman to award the work to the sub-contractor. Aman should return the case of wine explaining that he cannot accept the gift and Aman should assess the quote for the supply of services impartially with quotes obtained from other sub-contractors.

Prevention of Fraud and Corruption

Fraudulent and corrupt practices are contrary to G-Tech’s core values. G-Tech recognises the adverse effect that such practices could have on its services and operations; and is committed to preventing them and taking robust action where they are found to occur. The following measures shall be taken to prevent fraud and corruption:

1. Awareness Training

To ensure that all employees are aware of their responsibilities regarding preventing fraud and corruption, a plan for dissemination and awareness of this Policy among all employees of G-Tech is critical.

In this regard, Human Resources (HR) personnel should reiterate the duty of all staff members of G-Tech to report acts of fraud and corruption, as required by this Policy including HR policies. Fraud and corruption prevention awareness may include training on topic of “Fraud & Corruption Detection and Prevention”. Awareness training/ other relevant training programmes will he coordinated by HR.

2. Preventing Conflict of Interest (Col)

Conflict of Interest (Col) occurs when an employee’s or other staff member’s private interests such as outside professional relationship or personal financial assets interfere with performance of his/ her duties as a G-Tech representative. Col can be Actual or Potential, as briefed below:

• Actual Col Private interests interfere with official responsibilities.
• Potential Col There is a reasonable perception that private interests may interfere with official responsibilities

As a G-Tech representative, it is important to preserve fairness and independence of official decision making, at all times. Col situations do not necessarily indicate corruption or wrongdoing. However, if not managed appropriately, such situation can compromise a professional integrity or may lead to potential fraud situation.

Employees having fiduciary responsibilities — such as procurement should disclose to appropriate person (preferably his/ her line manager) private interests, past, present and future relationship thatmay result in actual or potential Col. Such disclosures will enable the managers to advise their team members on steps to appropriately manage risks through recusals, transfer of duties, etc.

3. Screening during Recruitment

Integrity lays the foundation of G-Tech core values. Consequently, G-Tech identifies integrity as a paramount consideration in selection and recruitment of staff members. HR shall ensure that specific assessment tools for integrity, background and academic checks are deployed. Additionally, HR shall ensure that prospective employees are aware of and declare any family or spousal relationships which may lead to potential Col (unable to render impartial assistance or advice) during the course of job activities.

Reporting Fraudulent and Corrupt Activities^’

Staff members and other personnel are duty bound to report information of discovery of fraud or suspected fraud or corrupt activities or any bribery issue involving G-Tech staff members including subcontractors at the earliest possible stage.

All reports/ allegations of fraudulent and corrupt practices should be made in writing, preferably via email. G-Tech has put in place an email id (shubham@gtechinfra.in) for the benefit of employee(s) and other persons wishing to report fraud and/or corrupt activities.

Details to be included in a Report of Fraud

To the extent possible, the following details should be included while reporting fraud or corruption (report should be as specific as possible):

• The type of alleged wrongdoing
  • Where and when the event(s) occurred
  • Who is involved and who else has the knowledge about the event(s)
  • Also, documentary proof(s) that is important for investigations should be included with the report or sent, at the earliest possible.

Anonymous Reporting

All individuals wishing to report fraud and/or corruption are encouraged to put their names and other contact details in the report. Concerns expressed anonymously are more difficult to assess and investigate. If an employee or any other person is not willing to report the fraudulent and/ or corrupt activities in writing, he/ she may get his/ her statement recorded by Nodal Officer. The Nodal Officer shall maintain the anonymity about the identity of the reporting individual and under no circumstances would discuss the same with any unauthorised person.

Requests for anonymity of the individual reporting fraud and/ or corruption will be honoured to the extent possible within the legitimate needs of investigations.

^I The process flow for reporting and investigating fraud & corruption is illustrated in flowchart in Annexure B

Investigations

Preliminary Investigation

All allegations of fraud and corruption screened and reviewed by the Nodal Officer appointed by the management. It will be the primary responsibility of Nodal Officer to conduct the preliminary investigation. The employee or any other person who reports the suspected fraud or corrupt activity should not attempt to interview or interrogate any person related to suspected fraud.

The Nodal Officer shall make every effort to protect the rights and the reputations of everyone involved in report of suspected fraud, including the individual who in good faith alleges perceived misconduct, as well as the alleged violator(s).

If Nodal Officer determines that a report is not credible or is not a report of fraud/ corruption, he/she shall document this determination. The Nodal Officer’s documentation shall include support for the determination. If the preliminary investigation substantiates the fraudulent activities, the Nodal Officer will prepare an outcome report and send it to the Managing Director with a copy to Chief Operating Officer (COO) and Chief Financial Officer (CFO) for further investigation.

The Nodal Officer shall complete the preliminary investigation and submit the incident report not later than 15 days from the date of report of fraud and/or corruption. In case Nodal Officer is not able to complete and submit the investigation report within in 15 days, he may seek extension from management. Any extension may be at the discretion of the management.

Final Investigation

After completion of the preliminary investigation, G-Tech management may at its discretion, if it so desires, request further information to enable a proper assessment. This will include the collection and review of all relevant documents, interviews of people who can provide information, and an interview with those alleged to be involved in fraud and corruption.

Once the investigations are complete, due & appropriate action which could include disciplinary action, civil or criminal action or closure of the matter if it is proved that fraud is not committed, etc. shall be undertaken by the management of G-Tech.

Any investigation conducted under the present Policy shall be completed within 30 days of receipt of complaint and shall be done in an impartial, fair and thorough manner.

Confidentiality

All investigations of fraud including corrupt activities are undertaken on a confidential manner and everyone involved is/are reminded of the need for confidentiality during the course of investigations.

Disciplinary Action

Fraud and corruption constitutes serious misconduct for which, where involvement is established, a staff member including subcontractors may be subjected to disciplinary action, up-to and including termination. In addition, G-Tech shall seek to recover monetary compensation from staff member/ subcontractors for any financial loss to the Company resulting from fraudulent and corrupt activity.

Protection against Retaliation for Reporting

G-Tech will not tolerate any attempt to deter anyone from reporting suspicions of fraud and/or corruption or incidents of repercussions/ victimisation against anyone who, in good faith, reports a concern or cooperates with a compliance investigation even when allegations are found to be unsubstantiated. Any employee of G-Tech who retaliates against another employee in violation of this Policy is subject to disciplinary action, up-to and including termination. This also includes attempts to deter anyone from reporting suspicions of fraud and/or corruption.

Also, where allegations made by any employee/ individual turns out to be false and made with malicious/ frivolous intent, employee/ individual who made such allegations will be subjected to disciplinary action, up-to and including termination.

Governing Legislations

All national laws relating to fraud, bribery and corruption, especially such laws that are in place in jurisdictions where G-Tech has office(s) or carries out its work, are of importance to the Company.

DECLARATION

I hereby declare that I have read and understood G-Tech’s Anti-Fraud & Anti-Corruption Policy and I agree to abide by it. Also, I have read and understood legislation/ act on prevention of fraud and corruption applicable in the project country.

I further declare that I will observe and uphold G-Tech’s position on fraud and corruption. Also, during the course of my association with G-Tech, I will promote a culture of honesty, integrity and professionalism. I undertake to inform designated nodal officer verbally or through email about any issue or suspicion of malpractice at the earliest possible stage.