ETHICS AND CORPORATE GOVERNANCE
As a responsible corporate citizen, it is essential to uphold the values intrinsic to Hindustan Zinc. We believe it is not only important to create value but also to effectively sustain it over a longer term. Good corporate governance begins with a company's own internal practices and policies. Hence, we take a holistic business view, with sustainability as an integrated aspect of our corporate governance.
The Board of HZL is committed to the highest standards of corporate governance as it believes that in the interests of the shareholders, the application of corporate governance must reflect the nature of our businesses, the ownership of the Company, and its development needs. It is the moral, ethical and value framework on which we base our decisions. Our Board of Directors seek to ensure transparency, growth and commitment in the Company's relationship with all its stakeholders through our robust corporate governance framework, which is driven by a three-tier structure.
The Board of HZL is supported by five committees that help to implement the strategic decisions across our units and demonstrate good corporate citizenship through environmental awareness, ethical behaviour and sound corporate governance practices.
At HZL, we place great emphasis on fostering a culture built on core values, professionalism and transparency, thus, upholding the integrity in all our dealings. We constantly endeavour to improve upon these aspects on an ongoing basis through our corporate governance framework providing strategic supervision and executive management.
CORPORATE GOVERNANCE FRAMEWORK
STRATEGIC
SUPERVISION
Board of Directors
Lay down strategic goals, major expansion projects, capital expenditure and business plan approvals.
OPERATION MANAGEMENT
AND CONTROL
Functional heads, Plant heads,
steered by the CEO, CFO and COOs
Handle management and coordination of the business to seek continuous improvements in the working of the Company.
PLANT/UNIT
EXECUTIVE MANAGEMENT
Comprises several strategic SBUs
Responsible for overall execution and empowerment through decentralised decision making.
Promoting Ethical Business
Adhering to ethical practices in every aspect of business is crucial to us at HZL. Cultivating an honest and transparent environment that ultimately reflects in our dealings with stakeholders strengthens their confidence in us. Our Business Ethics and Code of Conduct, established in compliance with Foreign Corrupt Practices Act and UK Bribery Act, 2010, address matters of ethical conduct in our work environment, business practices, and relationship with internal and external stakeholders through the values and principles enshrined therein. The Code guides our behaviour and helps us to:
Dow Jones
Sustainability
Indexes
In the Dow Jones Sustainability Index under mining & metal industry group 'Codes of Business Conduct' category
Scored 90 against the industry avg. of 70
Promote ethical handling of conflicts of interest Full, fair, accurate and timely disclosure of reports and documents that HZL files with relevant authorities Prompt internal reporting to the appropriate persons identified in the Code Compliance with applicable government rules and regulations
All the Board members, executives and new employees annually affirm compliance with the Code. Every year all employees give their sign-off for compliance with COC. An Ethics Committee has been constituted to orient and address the principles and standards. The committee takes various initiatives to spread awareness about the Company's Code of Conduct and whistle-blower policy.
Anti-Bribery and Anti-Corruption
In line with our policy to conduct all our businesses in an ethical and honest manner, we take a zero-tolerance approach to bribery and corruption. We are committed to acting fairly and with integrity in all our business dealings and relationships, and reducing bribery and the potential for corruption in our entire value chain, from the beginning to the final sale and delivery of our goods to the customers. Employees shall not offer or provide undue monetary or facilitation payments, any other advantage to any person or persons, including public officials, customers, employees or any associated persons in violation of laws and the officials' legal duties to obtain or retain business.
We are a signatory to the United Nations Global Compact and abide by the UNGC Principle 10 which states that business should work against corruption in all its forms including extortion and bribery. All our employees and suppliers are made aware of the same through our Code of Conduct training, and are expected to follow them rigorously. All our operations are regularly assessed for the risk of corruption.
During FY 2017-18, there have been no reported legal cases on anti-competitive behaviour, anti-trust and monopoly practices. There were no fines levied on us for non-compliance with laws and regulations.
Slavery and Human Trafficking
At HZL, we are committed to upholding human rights and dignity aligned with national and international regulations. Consistent with the disclosure obligations under the UK Modern Slavery Act 2015, we are committed in our approach to tackling modern slavery in our business and supply chain. We expect all our contractors, suppliers and business partners to strictly follow the same high standards we have set for all our business units. We ensure there is no use of forced, compulsory or trafficked labour, or anyone held in slavery or servitude in any part of our business and we expect our suppliers to apply the same high standards to their own organisations and supply chain. This year we have modified our Human Rights policy, and Supplier and Contractor Sustainability Management policy to ensure compliance towards MSA.
Any complaints under this policy are reported to the Group Head - Management Assurance, who is independent of operating management and business. The Head Management ensures thorough investigation of complaints and submits regular reports to the Company's Audit Committee for review. During the reporting period all whistle-blower complaints were satisfactorily resolved, and all customer complaints were suitably addressed.
Encouraging Fair Practices
We have put in place a whistle-blower mechanism at HZL which provides our employees and business partners with opportunities to report any unethical practice within the Company. Our whistle-blower policy ensures that the identity of the whistle-blower is kept confidential. We also have in place the safety whistle-blower programme to foster safety across our operations. This portal allows employees to reach out to the senior management to report safety violations and concerns on site. An escalation mechanism to higher authorities enables immediate action regarding violations of serious nature. This portal is accessible to all employees, including contractual employees, and from any network. Complaints can be reported pertaining to the following areas:
1 Fraud against investors, securities fraud, mail or wire fraud, bank fraud, or fraudulent statements.
2 Violations of any rules and regulations applicable to the Company and related to accounting and auditing matters.
3 Intentional error or fraud in the preparation, review or audit of any financial statement of the Company.
4 Any violation to the Company's ethical business practices as specified in the Company's Code of Conduct policy.
Safety Whistle-Blower Portal
To foster safety and for faster actions on closer of unsafe conditions at site along with escalating the serious nature of unsafe acts observed and closed, there is a safety whistle-blower portal wherein employees can provide details which would be directly communicated to the corporate. To facilitated easy access to all the employees, including employees of the contractor, the portal is accessible from any network.
Hotline Number:
000-800-100-1681
hzlwhistle.blower@vedanta.co.in
Web based reporting platform:
http://www.vedanta.ethicspoint.com
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