"#
 ! 
 Employment and Related Policies

1 Introduction

1.1 Scope & Objective

This document provides guidelines and establishes procedures for all employees of
ReNew Power Ventures Private Limited (The Company).

The objective of this policy is to ensure that all employees have a clear and consistent
understanding of policies and procedures relating to their employment with the
company.

1.2 Responsibility & Compliance

The employee is expected to ensure strict compliance with the company’s Employment
Policy and is required to be compliant with this policy at all times during his/ her tenure
in the company.

Non-compliance with this policy may result in:

ƒ Delay or withholding of salary and/or
ƒ Notification of violations forwarded to CEO and/or
ƒ Disciplinary action and/or termination.

2 Employment Terms

2.1 New Joinees

All employment contracts offered by the company include a six-month probation period
clause. The human resource department should contact the new joinee to confirm the
date of joining and also collect all the necessary papers for the employee file like the
signed copy of resume, relieving letter of the previous organization, last pay slip drawn,
copy of educational certificates, experience certificates/ appreciation letters, passport
copies and two color photographs.

The Human Resource department should get the salary account opened for the new
joinee from the bank approved by the management. The administration department has
to ensure the availability of necessary infrastructure (computer, telephone etc.) and
space availability for the new employee.

The Human Resource department should get all the joining forms filled by the new
joinee. HR Manager shall give the welcome pack to the new joiner along with
Employment Agreement. The ID and the access card must be issued to the new joinee
on the day of joining. The official email id of the new joinee to be set up before the day
of his/ her joining. The workstation set up i.e. business cards, stationery, diaries etc. also
be taken care of a day in advance of the new employee joining in.

3
 Employment and Related Policies

The HR Manager should get the feedback from the new joinee on the orientation kit and
also resolve any clarifications on the welcome pack. Get the bank account opening
forms signed by the joinee.

Each joining employee shall be given a welcome kit/ joining checklist which details the
assets to be given to the employee from the company, details of their work station and
an orientation schedule.

2.2 Code of Conduct

This policy on Code of Conduct must be followed by all employees. No one, regardless of
rank or position, may allow personal preference, inconvenience, or business pressures
to compromise adherence to the standards set forth herein, nor should anyone pressure
others to do so.

Our business is subject to multiple different laws, rules and regulations and the
employees and people acting on behalf of the Company are required to ensure
Compliance with such laws, rules and regulations. As a Company, one of the regulations
we are subject to Anti-corruption laws – not only local laws but some of the foreign anti-
corruption legislations, as these have extra territorial coverage. Renew has
implemented “Code of Conduct on Anti-Bribery Compliance” (“COC”) which in addition
to communicate Company’s stance on anti-corruption measures, provides guidance on
expectations and responsibilities of the employees and those acting on behalf of the
Company in their day to day business transactions. All employees of the Company have
to be in compliance with the COC and failure to comply with this Code of Conduct may
result in disciplinary action for the employees and may have severe civil or criminal
consequences for the Company and its employees.

Employees shall maintain integrity and quality in their job performance, using their
work time to the advantage of the company’s customers and interested parties
and always providing their best effort on the job.

ReNew Power has a 5 days working policy and normal working hours shall be from
9 AM to 6.30 PM. Lunch break shall be of 30 minutes. Employees may be required
to stay after 6.30 PM depending upon the urgency of the work.

During the normal working hours and at such other times as may reasonably be
required, the Employee shall devote the whole of his time, attention, skill and
abilities to the performance of the duties under this Contract and shall act in the
best interests of the Company. The employee shall not undertake any job-work,
contract work, part time work or charitable work or employment, other than for
the Company, during the hours of work.

4
 Employment and Related Policies

Personal business shall not in any event be conducted during office hours.

An employee cannot do any other work during the office hours in the company. In
the event an employee wishes to join a board of directors/play a role in any other
organization, prior permission should be taken from the company’s Board in
writing.

During the normal working hours and during such hours as the Employee is
reasonably required to spend on office work, as well as when on official travel, the
Company expects that the Employee shall adhere to the strictest code of conduct,
or engage in any immoral activities or visit places that are against the generally
accepted corporate or social norms.

Outside the normal hours of work, the Employee shall not be entitled to be
employed by, work for and/ or be engaged by other parties and/ or carry out any
other associated activities of a paid or unpaid nature.

The Company foresees that during the course of employment, the Employee may
create, originate, conceive, discover, design, develop and / or make works in or
relating to which there may be intellectual property rights. Any and all intellectual
property rights in or relating to all or any works made during the course of
employment shall belong to and is the absolute property of the Company.

The Employee shall respect the intellectual property rights of others, and the use
of another party’s intellectual property rights (including audio and video, text,
etc.), materials is prohibited regardless of their source. In addition, the Employee
shall not use devices whose primary purpose is the circumvention or violation of
another’s intellectual property rights.

During the course of employment, the Employee shall not engage in political
campaigns to gain Public Office, or make political contributions or for any other
political purpose, and use the Company’s name, facilities or corporate funds for
any such purpose.

No Employee shall offer any inducement or other monetary or other advantage or

promise whatsoever, with a view to solicit or induce or procure the resignation
from service of any other employee of the Company.

For a period of twenty-four months from the date of cessation of employment, the
Employee shall not induce or seek to induce any other employees to leave the service of
the Company.

The Employee declares that there was no clause, bar, promise or undertaking given by
the Employee to his previous employer to the effect that he shall not accept
employment or remunerative service with the Company.

5
 Employment and Related Policies

Employees are responsible for reporting to their supervisor or manager all deficiencies
or errors, so as not to jeopardize the working and safety of all of company’s employees
including workmen, customers and other persons associated with company. Employees
must also report any violations or potential violations of applicable laws, regulations,
and company’s policies. Company protects whistleblowers, and will not tolerate
any discrimination or retaliation against employees who, in good faith, report their
concerns. Anyone who retaliates against an individual under such circumstances is
subject to disciplinary action.

Employees shall comply with all applicable laws, regulations, and standards.

Employees shall protect the property and other assets of company against loss, theft, or
abuse.

Employees are expected to make decisions concerning company’s business based only
upon company’s best interests. This means that as an employee, you cannot consider
whether the decisions you make will provide an additional benefit (or detriment) to you
or an immediate relative (or close business associate). Thus, employees may not accept
a gift or other benefit offered with the intent or even appearance of trying to influence
their business judgment.

Any information learnt during the performance of an Employee’s work at company that
is not commonly available to the public must be kept confidential by the Employee to
the extent permitted by applicable law.

Employees shall not make any promise, offer, or payment – direct or indirect – of
anything of value to any party in order to obtain an improper benefit or advantage from
any internal or external person or agency, or with the appearance of seeking to obtain
such benefit or advantage.

Notwithstanding the generality of the foregoing, it shall be the responsibility of the

employees to, at all times, ensure that they:

ƒ Uphold values such as trust, teamwork, mutuality, collaboration, meritocracy,

objectivity, self-respect and human dignity in their work including in their dealings
with colleagues, co-workers and third parties;

ƒ Refrain from practicing any form of discrimination whether based on gender, sex,
caste, race, and ethnicity or otherwise;

ƒ Build relationships with customers, vendors and co-employees to further the good
reputation of company;

ƒ Do not accept gifts or anything of value which exceeds a nominal value of Rs. 5,000
either singly or in total during the employment with the company;

6
 Employment and Related Policies

ƒ Do not accept gratuity payments or any other payments from customers or vendors;

ƒ Do not compromise with company’s reputation of business interests owing to any of

their act/ omission;

ƒ Comply with policies as framed / revised by company.

ƒ The failure by any employee(s) to comply with the terms of this policy shall result in
disciplinary action being taken against such employee(s) as provided by the relevant
law.

3 Compensation and Benefits

3.1 Approach

The company’s approach to employee compensation is as under:

ƒ A Cost-to Company (CTC) annual salary which primarily increases on the basis of
yearly performance.

ƒ A performance bonus which is a percentage of the annual salary and/ or based on

the KPIs as agreed with the employees. Additionally, overall performance of the
company and the employee’s own performance shall also be considered and
factored in, while determining the performance bonus.

ƒ Stock Options for certain category(s) of employee(s) as per the Employee Stock
Option Plan (ESOP) announced by the company from time to time. A separate policy
governing ESOPs, as and when framed by the company, shall be applicable.

3.2 CTC

All confirmed employees shall structure their salary as per the company policy.

Exemptions available under the Income Tax Act, 1961 shall be granted to the
employees.

The employees shall submit all the necessary documents/ proofs required as per the
statute and as per the company policy and shall be communicated to the employees
from time to time.

Salary shall be paid in arrears before the first day of the next month by crediting the
salary account of the employees.

7
 Employment and Related Policies

3.3 Bonus

Eligibility

All confirmed employees shall be eligible for the bonus for the performance year.

Bonus may be paid in installments as decided by the management and shall be informed
to the employees from time to time.

3.4 Performance Appraisal

It is essential for a progressive and growing organization to have clear cut and well
defined goals for all employees so that at the end of the accounting period, it is easier to
objectively assess performance.

There shall be an appraisal system with yearly and half yearly reviews, in the months of
April and October every year respectively, subject to the employee completing six months
in the Company. The system comprises of self-appraisal, performance review discussion
between the employee and the immediate superior, appraisal by the immediate superior
and potential appraisal and needs assessment.

For the purpose of performance appraisal and bonus payments, ‘April – March’ cycle shall
be followed.

Rating Mechanism

Employees shall be awarded ratings as per below table upon completion of their annual
year end performance appraisal.

S. No. Ratings
1 Needs Improvement
2 Below Expectation
3 Meets Expectation
4 Exceeds Expectations
5 Exceptional Performance

3.5 Increments/ Pay Revisions

The salary will be reviewed at the end of yearly performance appraisal, depending on the
outcome of such an appraisal.

3.6 Gratuity

The employee will be eligible for gratuity on completion of 5-year continuous service with
the company.
8
 Employment and Related Policies

The company shall assess and provide for the gratuity liability towards employees, which
shall be determined by actuarial valuation process as and when required.

3.7 Salary Advance

3.7.1 Objective
To support employee’s emergency requirements and provide financial support in times of
need. Salary advance is not a matter of employee’s right but a benefit which is purely at
the discretion of management.

3.7.2 Applicability
1. The salary advance policy applies to all regular employees, who are on payroll of
ReNew Power. This policy will not cover contractual staff, off-roll employees,
consultant and interns.

2. This policy will be effective from 1st September 2016.

3.7.3 Eligibility
1. Regular employees who have completed at least 6 months of service with ReNew
Power.
2. The service of employees must be confirmed.
3. Employee shall not have any outstanding amount against his/her name as on date of
request for advance.

3.7.4 Reasons for Salary Advance

Salary advance can be requested in case of an emergency or unplanned activity.

1. Advance for marriage – in case of self or dependent family member’s marriage

2. Advance for medical emergency – in case of illness or accident of self or dependent

family member

3. Advance for any other emergency – it depends on case to case basis

Salary Advance will be allowed in case of exceptional or emergency situations and cannot
be paid in cases where the need is known or predictable. Hence, advance for education
fee, professional development, home and car purchase expense will not be sanctioned as
the employee is expected to plan for the regular and planned expenses.

3.7.5 Policy & Procedure

1. An eligible employee can apply for salary advance only once in a financial year.
2. Advance amount up to a maximum of 3 months of gross monthly salary is allowed for
eligible employee.
9
 Employment and Related Policies

3. Advance amount will be recovered in up to a maximum of 12 equal monthly

instalments.
4. The recovery of instalment will start from subsequent month of disbursement.
5. The recommendation for availing the salary advance will be approved by concerned
HOD and Vice President – HR/ CHRO. CEO’s approval will be sought if advance is to be
granted to a Level 1 employee (for AVP designation and above employees).
6. Eligible employee will have an option to prepay the entire outstanding at any time.
7. Employee need to fill the Salary Advance Requisition Form as mentioned in Annexure
I.
8. All taxes, if any, related to salary advance shall be borne by the employee.
9. In case of any dispute related to the interpretation of this policy, the decision of CHRO
shall be final and binding.
10. Exception to this policy will require an approval from CEO.

Employee is responsible for repaying back the full amount during his/her employment. If
in case of resignation or termination, employee will have to repay the outstanding
amount due at the time of full and final settlement.

4 Leave Policy & Holidays

4.1 Objective
ReNew Power recognizes that employees need time-off to rest and rejuvenate, help
balance the demands of work and personal responsibilities. Therefore, we encourage all
employees to make full use of individual leave entitlements to ensure a positive work-life
balance.

4.2 General
ƒ For the purpose of calculating leave account, calendar year will be considered from
January to December.
ƒ Leave, other than maternity leave, cannot be claimed as a matter of right. Discretion is
reserved with the reporting authority to sanction, to refuse or revoke leave at any time,
depending on exigencies of the Company’s work.
ƒ It is the responsibility of employee to maintain and update his/her leaves account.
ƒ If an employee remains absent without approved leave from the sanctioning authority
for a period of 3 consecutive days or more, disciplinary action will be initiated against the
employee by the Company.

4.3 Applicability
The Leave Policy is applicable for all permanent employees of ReNew Power.

10
 Employment and Related Policies

4.4 Leave Entitlement

x Public Holidays - The company will notify 12 public holidays for the year. The list of
public holidays will be announced before the start of every calendar year.

x Paid Leaves - 30 Earned Leaves are available to an employee every year. The 30 leaves
include all types of leaves. These leaves will be credited to employee’s leave account
every month on a pro-rata basis. For example, for every completed month of service,
an employee is entitled to 2.5 days leave.

x Maternity Leave & Benefit - 26 weeks of Maternity Leave will be provided to eligible
female employees, out of which not more than 8 weeks should be taken prior to
delivery of child. All intervening holidays and weekends falling during this period of
maternity leave will be counted. A female employee is entitled to avail maternity leave
for two deliveries. The maternity leave can be taken in conjunction with earned leaves.
The maternity leave is governed as per the provisions of Maternity Benefit Act, 1961.

x Paternity Leave - 5 days of Paternity Leave will be provided to eligible male employees
that can be taken in conjunction with earned leaves, before or after childbirth. The
paternity leave has to be taken in continuity and cannot be taken in instalments.

x Bereavement Leave - 5 days of Bereavement Leave will be provided in case of critical

illness or death of an immediate family member. The bereavement leave can be taken
in conjunction with earned leaves.

4.5 Procedure
x Employee needs to apply for leave on online portal, the access for which will be
provided by HR Operations team at the time of joining. The leave request once raised
will be directed to the Reporting Manager of employee and after the approval from
Reporting Manager, the leave will be sanctioned.

x In normal circumstances, leave should be applied one day in advance, however leave
for more than 3 days should be applied 10 days in advance.

x Employee can apply for leaves once they join back office, in case of sickness or illness.
If the leave due to sickness is more than 3 days, a medical practitioner’s certificate
should be submitted to HR department.

x In case of employee going for official tour, an OD (Outdoor) request should be applied
before proceeding for OD. The OD request can be applied by online attendance portal.
In case of Mancom, they need to intimate the CEO in advance and keep their team
informed about their absence from office.

11
 Employment and Related Policies

x Leave can be granted in units of half or full working day as may be applied for by an
employee. In case of half day leave, employee needs to spend at least 4 hours and 45
minutes in office.

x Weekly ‘Offs’ and other holidays intervening during the leave period shall not be
counted towards leave.

4.6 Exceptions
x Advance Leave - When an employee has no leave accumulated to his/her credit, and
there is a genuine ground for taking leave, up to a maximum of 10 working days can be
granted as leaves at the discretion of concerned Mancom and Head – HR. The same
will be adjusted from earned leave accumulated during the year.

x Leave Without Pay - On compassionate grounds, a maximum of 10 working days can

be granted as leave without pay at the discretion of concerned Mancom and Head –
HR. Leave without pay shall be applicable only when there is no leave accumulated to
employee’s credit.

x Leave on account of Accident/ Long Illness - In case an employee is unable to

discharge his/her duty following an illness/injury due to an accident, such employee
can be granted special leave on the basis of concerned Mancom, Head – HR and CEO’s
approval for a maximum of 60 days. The concerned Mancom should recommend such
leaves only when there is no leave in the account of employee. Grant of special leaves
need to be supported by medical certificate from a certified medical practitioner.

4.7 Leave Accumulation & Encashment

x An employee mandatorily needs to avail 15 earned leaves in a year and the remaining
15 earned leaves can be carried forward to the next year. These carried forward leaves
can be taken anytime during the next year.

x A maximum of 30 earned leaves can be accumulated. Any balance over and above 30
leaves will lapse and will not be carried forward.

x Leave Encashment can only be done in case of employee separation. Leave

encashment shall be done on current basic salary, taking working days of the month as
30 days.

x In case of separating employee, leave encashment can be done up to a maximum of 30

days on current basic salary. When the employee is serving the notice period, s/he is
not entitled to take leave. The leaves can only be permitted by reporting manager, in
case of personal emergency.

12
 Employment and Related Policies

x Leave encashment is subject to income tax deduction at source as per the rules of
Income Tax Act.

5 Separation Terms

5.1 Voluntary Separation

Employees may resign from the services (due to reasons such as professional growth,
higher studies, personal reasons, etc.) by giving the company minimum notice in case of:

ƒ Level I (AVP & Above) – Three Months

ƒ Level II (AGM/ DGM/ GM) – Two Months
ƒ Level III (Senior Manager & Below) – Two Months

Notice period for employees currently serving probation period will be 1 month for all
levels.

5.2 Involuntary Separation

Services of the Employee may be terminated by the Company at any time (due to
reasons such as extended absence, misconduct, sexual harassment, unethical behavior,
non-compliance of policies and procedures, etc.) by giving the Employee up to two
months of notice in writing. The Company may terminate the services of any employee
without giving any notice period if such employee is in breach of misconduct or has
committed serious violation of this policy as well as other policies framed by the
company from time to time.

5.3 Separation Procedure

If the company notices instances of gross negligence from an employee, then the
services of that employee shall be terminated instantly without notice and pay.

The Company may at its option terminate the services of the Employee immediately or
by shorter notice by paying salary in lieu of the Notice period.

The employees (in case of voluntary separation) should send the resignation letter to
the immediate supervisor, HR Manager and CEO. The supervisor shall meet the
employee, discuss the issues faced and try and retain the employee. If retaining is not
possible then the supervisor shall forward the resignation to CEO for discussion and
approval.

On approval from CEO, the supervisor shall communicate the last working day of the
employee to HR manager.

13
 Employment and Related Policies

On separation (by resignation, retirement or otherwise) and its acceptance, the

Employee shall immediately hand over to the Company before he/ she is relieved, all
correspondence, specifications, formulae, books, documents, records, business cards,
etc., belonging to the Company or relating to its business and shall not make or retain
any copies thereof. The Employee shall return to the Company all assets in his/her
possession, either given to the Employee for official or personal use.

The HR manager shall conduct and exit interview and take appropriate feedback from
the leaving employee.

Full & Final Settlement

On termination of the services of the Employee (including voluntary separation):

ƒ The Employee will be paid salary in lieu of any unavailed accrued leave entitlement
which may exist as at the date of termination of employment.

ƒ At the date of termination of the employment, if the Employee has availed of

holidays in excess of his entitlement, the Company will be entitled to deduct salary
in respect of such holiday availed.

ƒ The company will be entitled to deduct the relevant amount in respect of short
notice period.

Any sums so due may, if necessary, be deducted from any money owing to the employee
or recovered separately from the employee.

The above process for full & final settlement may take 3 to 4 weeks’ time.

The Employee shall forthwith refund any money due to the Company whether by way of
loans and advances or otherwise including interest thereon.

6 Other Related Policies

6.1 Electronic Communications & Access and Use of Internet

No unauthorized/pirated software should be loaded in the computers. No one should

use anyone else’s account or conduct any personal business. If this is not adhered to, it
would be considered as an instance of gross negligence.

The Company’s electronic communication resources including but not limited to

telephone, facsimile machines, video conference facilities, computers, electronic and
voice mail are intended to be used for the Company’s business. All communications,
information or materials delivered by such resources must be of an appropriate business
nature, must not violate the legal rights of the Company or third parties and must be
14
 Employment and Related Policies

transmitted, stored and accessed in a manner that safeguards confidentiality and

complies with applicable laws.

The Company has strict policies on Internet access. Only authorized connections are
permitted to access the Internet and access must be accomplished via an approved
security gateway. Furthermore, employees are not permitted to link to the Internet
from the Company’s offices via modem dial-up service providers without the express
prior approval of the Company. Violations of this shall also be considered as gross
negligence.

Employees should not transfer company’s or company client’s business related

information on a pen drive without approval from management.

The Employee shall not:

x Transmit copy or download any material, including sexually explicit images or
message containing racial, ethnic or other slurs that may defame, embarrass,
threaten, offend any person or client or the general public.

x Transmit, post, copy or download any copyrightable material without the consent of
the owner or publisher.

x Transmit or post non-public corporate information about the Company or any other
company, organization or individual not authorized to receive or publish it.

The Employee shall not attempt to gain access to any computer, database or network,
without authorization, propagate computer viruses or other disruptive or destructive
programs.

The Employee shall not distribute unsolicited email messages, advertisements or post to
multiple persons or organizations (e.g., “spamming”).

The Employee shall not use electronic means for the purpose of gambling or to send or
forward chain letters.

The Employee shall not establish email addresses or domain names that attempt to or
are derived from, the Company’s name. If such use is identified, immediate
relinquishment shall be called for and complied with. The Employee shall not register
domain names on behalf of the Company on the Internet websites related to the
Company’s business without prior approval of the Company.

Employees should ensure that their systems passwords are secure. Inappropriate usage
of the Company’s communications systems may lead to disciplinary action, immediate
termination and or referral to regulatory authorities.

15
 Employment and Related Policies

Passwords should not be shared with anyone in the company. They should be changed
every six months.

Communications Monitoring: All electronic communications relating to the Company’s

business must be made through communication channels of the Company only. Email
communications, including connections to Internet and Intranet websites using the
Company’s network/ resources are the property of the Company and are subject to
monitoring and such communications by certain employees are subject to detailed
supervisory review.

Electronic communications should be treated with the same care as any other business
communications. Anyone who misuses the Company’s resources or otherwise violates
this policy shall be subject to disciplinary action and/or immediate termination from
service. In order to assure compliance, the Company reserves the right to monitor which
includes without limitation the right to access, intercept, disclose, record or review for
any purpose all communications delivered via the Company’s resources, and employees
shall have no expectations of privacy.

6.2 Gifts & Gratuities

All Employees, including their family members, are generally prohibited from accepting
gifts, money and gratuities from persons in a position to benefit from an action of the
Company. In business situations where it may be culturally inappropriate to refuse
accepting gifts, the Employee, may accept the gift:

x In case the value of the gift is INR 1,500 or less, without preapproval. However, the
Employee has to make a disclosure for all receipt of gifts to the Compliance Officer
within 7 days of receipt of gift.

x In case the value of the gift is more than INR 1,500, with preapproval. The Employee
will submit the preapproval request along with necessary details to the Compliance
Officer and the Chief Executive Officer (CEO) or Chief Financial Officer (CFO) of the
company or any other senior officer as the Board of ReNew may specify (“Senior
Personnel”). Based on information provided by the Employee, the Compliance Officer
and Senior Personnel may allow or disallow such gift.

Please refer “Code of Conduct on Anti-Bribery Compliance” for the Company’s rules and
procedures relating to giving of gifts and entertainment by Employees.

6.3 Care of The Company’s Property & Assets

The Company’s assets include capital, equipment, proprietary information, technology,

financial and business plans, concepts, materials and ideas for new projects or products,
trade secrets, inventions and copyrightable materials and client’s information. These
assets shall be treated with the same care as any other asset and every Employee has a
role in maintaining its confidentiality and integrity.
16
 Employment and Related Policies

If during the course of employment with the Company, the Employee is provided with
any assets by the Company, he shall maintain the same in good working condition;
normal wear and tear accepted, and shall return the same to the Company prior to
ceasing to be in the employment of the Company.

The Employee must take all such steps to protect the assets of the Company and ensure
their efficient use for legitimate business purposes.

6.4 Media, Publishing & Public Appearance

No Employee shall provide the Confidential Information to persons outside the business,
including but not limited to any arm of the press or audio – visual media, unless
authorized in writing to do so.

Before publishing any material, giving speeches or interviews, the Employee must obtain
the Company’s approval, and furnish a copy of the material that the Employee is going
to divulge.

6.5 Obligations to Report Violations

Should any Guidelines issued to the Employee bring the Employee or the Company into
conflict with any applicable law in any jurisdiction where the Company does business, the
Employee must obey the law and notify the Company of the conflict as soon as possible of
any questions or concerns about practices or policies that might violate these guidelines.

If at any time the Employee finds himself in a situation which is or may be a violation of
company policy, he must report the violation or what he believes or suspects is a possible
violation. If the Employee believes someone may be contemplating an action that would
be a violation, the Employee must take steps to bring the same to the notice of the
Managing committee members of the Company or immediate superior.

6.6 Conflict of Interest

Employees must never allow themselves to be placed in a position where their personal
interests are in conflict (or could be in conflict) with the interests or business of the
Company.

Employees must avoid any situation or activity that compromises, or may compromise,
their judgment or ability to act in the best interest of the Company.

Employees must be conscientious and scrupulous in their handling of funds and property
belonging to the Company, and must always avoid any form of financial impropriety.

17
 Employment and Related Policies

Employees must not use, or permit the use of, Company property or resources for
anything other than approved Company business or activities.

During the course of their employment at the company, employees are prohibited from,
in any manner, working for or providing consultation to company’s competitors or
engaging in any activity that competes with company’s business interests. Should any
employee wish to undertake any such work, prior written approval of CEO must be
obtained.

Employees must not indulge in any activity (at work or home) that may hurt or may have
the potential to hurt the Company’s reputation or good name. It shall be the duty of every
employee to provide prior intimation to the company in the event the employee has or is
likely to have a material financial interest in the business of any other company especially
a competitor of company.

No employee shall take, offer, give or receive bribes/ kickbacks or other gratification/
benefit (whether monetary or otherwise) from or to company’s contractors,
subcontractors, consultants vendors, suppliers, competitors, or customers with a view to
gain a business/ personal advantage. Similarly, employees are prohibited from indulging
in such acts with third parties including any government servants.

To the extent possible, employees shall avoid conducting company business with family
members or personal friends. Employees are prohibited from taking any action that
benefits an employee’s family member(s), personal friend(s) and/ or conflicts with the
employees’ duties/ responsibilities at company.

Employees shall not indulge in any conduct/ activity that may be or may even be
construed to be a dereliction of duty or misuse of the corporate opportunities
available to Employees by their association with the company.

Disclosure of Potential Conflicts:

Employees must promptly disclose to the Company material information regarding any
relationship, ownership or business interest, whether direct or indirect, that the
employee or a member of his/her immediate family has with any person, or in any
business or enterprise, that competes with the Company; or

x Purchases or sells, or seeks to purchase or sell, goods or services to or from the

Company.
x Provides services to the Company in any form.

Upon disclosure of the information described above, the Company will take appropriate
steps to protect itself against any actual or potential conflict of interest. Such steps may
include, but not be limited to, the following:

18
 Employment and Related Policies

x Requiring the employee to refrain from being involved in any decisions made by the
Company regarding its dealings with such person, business or enterprise; or

x Requiring the employee to refrain from being involved in any dealings on behalf of
the Company with such person, business or enterprise; or

x Requiring the employee to dispose of his/her interest in such business or enterprise

if he/she wishes to remain in the Company’s employment.

6.7 WƌĞǀĞŶƚŝŽŶŽĨ Sexual Harassment

Scope:

x ReNew Power is an equal employment opportunity company and is committed to

creating a healthy working environment that enables employees to work without
fear of prejudice, gender bias and sexual harassment.
x This policy covers every “Employee” of ReNew Power (regular, temporary, ad-hoc or
daily wages basis), consultants, interns, volunteers, suppliers, clients, retainers/
contractors and third parties associated with ReNew Power while work in the office
premises/ sites or otherwise in work related activities.

Sexual harassment includes but is not limited to such unwelcome acts or sexually
determined behavior (whether directly or by implications) as follows:
x Any physical contact and advances, etc.
x A demand or request for sexual flavors
x Making sexually colored remarks
x Showing pornography
x Writing sexually loaded letters/ emails/ SMS
x Any other unwelcome, physical, verbal/ non-verbal conduct of sexual nature.

The following circumstances, if it occurs or is present in relation to any act or behavior of

sexual harassment may amount to sexual harassment:
x Implied or explicit promise of preferential treatment in his/her employment
x Implied or explicit threat of detrimental treatment in his/her employment
x Implied or explicit threat about his/her present or future employment status
x Interference with her/his work or creating an intimidating or offensive or hostile
work environment for her/his
x Humiliating treatment likely to affect her/his health or safety

Procedure for Lodging Complaint:

Any Aggrieved Women may make, a complaint (in writing) of Sexual Harassment
(“Complainant”) against an Employee/ third party (“Respondent”) with any of the
members of the ICC at the earliest point of time.

19
 Employment and Related Policies

x Where such complaint is not made in writing, the Presiding Officer or any Member of
the ICC, as the case may be, shall render all reasonable assistance to the Complainant
for making the complaint in writing.
x If the Aggrieved Woman is unable to make a complaint because of her physical or
mental incapacity, death or otherwise then such other person as authorized under the
Act may make a complaint.

x The Complainant can make/ lodge the complaint of Sexual Harassment with the ICC
within a period of three (3) months, from the date of occurrence of the alleged
incident and in case of a series of incidents, within a period of three (3) months from
the date of last incident but should try to lodge the same within thirty (30) days from
the date of occurrence of the alleged incident.

Internal Complaints Committee

ReNew Power has, by a written order constituted an ICC to oversee the implementation of
this policy and to investigate and redress a complaint of Sexual Harassment. In addition, it
is pertinent to note that where the offices or administrative units of ReNew Power are
located at different places or divisional or sub – divisional level, the ICC is being
constituted at all administrative units and offices of ReNew Power.

The ICC shall comprise of 5 members as set out below –

x One senior level woman employee who shall be nominated as ‘Presiding Officer’
or Chairperson of the ICC
x Three Employees (out of which at least one Employee shall be a woman employee
of ReNew Power); and
x External Member – One lawyer or Non – Governmental Organization/ Women’s
Association Representative.

For the avoidance of doubt it is hereby clarified that at all times the ICC shall have two
female members. However, the overall representation of woman in the ICC shall be at
least 50% at all times.

The ICC has the power to summon and examine any Employee or document for the
purposes of conducting an inquiry.

The ICC shall be sole forum to deal with complaints about sexual harassment, including
receipt of complaints, screening, conciliation, conducting formal inquiry and to
recommend penalties to the management and follow-up action and monitor the same.

20
 Employment and Related Policies

The ICC shall also have the power to direct arrangements for interim protection
measures of the Complainant such as leave restrain order, relocation, counselling,
security and other assistance to the victim if she so requests.

Punishment

The punishment may include any one or more of the following:

x Counselling/Coaching
x Issuance of warning letter;
x Obtaining a written apology;
x Withholding of increment(s)/ incentives for such period as may be deemed fit.
x Transfer of the person to any other Department / Circle / Location.
x Removal / termination from the service.
x Taking other actions as prescribed under the Act.

Confidentiality

ReNew Power, the ICC and all those participating in the inquiry that is the Aggrieved
Woman, the Respondent and Witnesses and Employees of Renew Power must at all
times maintain confidentiality while dealing with a case of sexual harassment at the
Workplace. Breach of confidentiality leading to revealing the names of the Aggrieved
Woman, Respondent or Witnesses will be punished

6.8 Compliance with Internal Controls

The Company maintains and enforces a strong, effective system of internal controls to
ensure the safety of Information and the assets of the Company and its customers.
These controls are necessary, and ensure that business transactions are properly
authorized and carried out, and that they are legal and accurate. Following and
maintaining the administrative and accounting control systems are the responsibility of
every Employee of the Company.

All business transactions require authorization at an appropriate management level.

Any Employee responsible for the acquisition or disposition of assets for the company,
or who is authorized on the Company's behalf, must act prudently in exercising this
authority and must be careful their authority. Equally important, every Employee must
help ensure that all business transactions are executed as authorized.

Transactions must be properly reflected on the company's books and records. Reporting
must be done honestly and accurately and every Employee must co–operate fully with
both in house and independent audits.

21
 Employment and Related Policies

6.9 Whistleblower Policy

Whistleblower Policy aims to provide an avenue for employees to raise concerns, if and
as they appear, and reassurance that employees will be protected from reprisals or
victimization for whistle blowing in good faith.

All employees are covered in this policy in the manner stated herein. However, the
present policy neither releases company employees from their duty of confidentiality in
the course of their work at company nor should the provisions of the present policy be
misused by the employees for taking up a personal grievance.

This policy is intended to cover serious concerns that could have a large impact on
company, such as actions that:

x Are unlawful;
x May lead to incorrect financial reporting;
x Are not in line with ethical business practices or are otherwise inconsistent
with ethical, moral and legal business conduct becoming of a responsible
corporation.
x Otherwise amount to serious improper conduct by company and / or its
employees.

Key Terms

“Complainant” means any employee, in Staff & Associates category making a Disclosure
under the present policy.

“Disclosure” means any communication made in good faith that discloses or

demonstrates information that may evidence unethical or improper activity in relation
to company and/ or its employees including, without limitation, any activity that is
opposed to tenets of this Policy.

“Investigation Committee” means a committee mainly of the senior executives

authorized, appointed, consulted or approached by the Company Executive Officer
(CEO) for the purpose of investigation conducted under the present policy.

“Subject” means a person against or in relation to whom a Disclosure has been made or
evidence gathered during the course of an investigation.

“Whistle Blowing” means disclosing or demonstrating information in good faith by the

Complainant that may evidence unethical or improper activity in company and/ or its
employees including, without limitation, any activity that is opposed to tenets of this
Policy.

22
 Employment and Related Policies

Process of making a disclosure will be as under:

Reporting:

Disclosures made by the Complainant relating to improper payments, false/misleading

entries on the books and records, unrecorded payments on the books and records
financial reporting, unethical or illegal conduct or concerning improper conduct should be
reported directly to any of the following at the Employee’s discretion: the Compliance
Officer, the Employee’s manager and the Chief Executive Officer (CEO) or Chief Financial
Officer (CFO) or any other senior officer as the Board of ReNew may specify (“Senior
Personnel”). Employment-related Disclosures should continue to be reported through the
Functional Heads.

Disclosures should preferably be reported by submitting a Violation of Code of Conduct

Report form (refer Exhibit H to the “Code of Conduct on Anti-Bribery Compliance”) so as
to ensure a clear understanding of the issues raised. Alternatively, the report to be
submitted by the employee should either be typed or written in a legible handwriting in
English, Hindi or in the regional language of the place of employment of the Complainant.
Disclosures can also be reported orally to the Chief Executive Officer or the Functional
Head.

Oral reports will normally be documented by the CEO or the Functional Head.

In case the employee is not submitting a Violation of Code of Conduct Report form,
disclosures should be forwarded under a covering letter which shall bear the identity of
the Complainant. The CEO or the Functional Head (as the case may be) shall detach the
covering letter and forward only the Disclosures for investigation to be conducted under
the present Policy.

Disclosures of the Complainant should be factual and not speculative or in the nature of a
conclusion, and should contain as much specific information as possible to allow for
proper assessment of the nature and extent of the concern.

Anonymous Disclosures: The present policy encourages Complainants to disclose their

names at the time of making Disclosures because appropriate follow-up questions and
investigation may not be possible unless the source of the information is identified.
Anonymous Disclosures may be at any time through the Company’s telephonic hotline or
on the email address notified by the company through an office order. Disclosures
expressed anonymously will be investigated after due consideration of the following:

x The seriousness of the issue raised.

x The credibility of the concern; and
x The likelihood of confirming the allegation from attributable sources.

23
 Employment and Related Policies

Malicious Disclosures: Malicious Disclosures may result in appropriate disciplinary action

being taken against those making Malicious Disclosures. If, in company’s judgment, any
Complainant is found having made 3 (three) or more Malicious Disclosures, he shall be
barred from making any further complaints under the present policy.

Handling C omplaints

The Investigation Committee is to submit a report on each Disclosure and a follow-up

report on actions taken to the CEO.

Initial Inquiries will be made by the authorized official to determine whether an

investigation is appropriate, and the form that it should take. Some concerns may be
resolved by agreed action without the need for investigation.

The Complainant will be given the opportunity to receive follow-up on their concern in two
to four weeks:

x Acknowledging that the concern was received;

x Indicating how the matter will be dealt with;
x Giving an estimate of the time that it will take for a final response;
x Informing whether initial inquiries have been made;
x Informing whether further investigations will follow, and if not, why not.

Investigation:

The Disclosures reported will be thoroughly investigated by the authorized persons of the
company. CEO or the Functional Head shall oversee the investigation.

The decision to conduct an investigation taken by the Company is by itself not an

accusation and is to be treated as a neutral fact-finding process. The outcome of the
investigation may or may not support the conclusion of the Complainant that an improper
or unethical act was committed.

Identity of Subjects and the Complainant will be kept confidential to the extent possible
given the legitimate needs of law and the investigation.

Subjects will normally be informed of the Disclosure at the outset of a formal investigation
and shall have opportunities for providing their inputs during the investigation.

Subjects shall have a duty to co-operate with the Investigation Committee during
investigation to the extent that such co-operation will not compromise self-incrimination
protections available under the applicable laws.

Subjects have a responsibility not to interfere with the investigation.

24
 Employment and Related Policies

Unless there are compelling reasons not to do so, Subjects will be given the opportunity to
respond to material findings contained in an investigation report. No allegation of
wrongdoing against a Subject shall be considered as maintainable unless there is good
evidence in support of the allegation.

Subjects have a right to be informed of the outcome of the investigation. If allegations are
not sustained, Subjects should be consulted as to whether public disclosure of the
investigation results would be in the best interest of the Subject and company.

The amount of contact between the Complainant and the body investigating the concern
will depend on the nature of the issue and the clarity of information provided. Further
information may be sought from the Complainant.

Evidence:

Although the Complainant is not expected to prove the truth of the Disclosures made by
them, the Complainant needs to demonstrate that there are sufficient grounds for such
Disclosures.

Evidence shall not be withheld, destroyed or tampered with, and witnesses shall not be
influenced, coached, threatened or intimidated by the Subjects.

Timing:

The earlier a concern is expressed, the easier it is to take action.

The investigation shall be completed normally within 60 days of the receipt of the
Disclosures.

Investigation Committee

The Investigation Committee will consist of senior executives appointed by the Company
CEO to conduct a process towards fact-finding and analysis in relation to the Disclosure.

Technical and other resources may be drawn upon as necessary to augment the
investigation.

The Investigation Committee shall be independent and unbiased both in fact and as
perceived. Investigation committee has a duty of fairness, objectivity, thoroughness,
ethical behavior, and observance of legal and professional standards.

Investigations will be launched only after a preliminary review by the CEO or Functional
Head as the case may be, which establishes that:

x The alleged act constitutes an improper or unethical activity or conduct, and

25
 Employment and Related Policies

x The allegation is supported by information specific enough to be investigated or in

cases where the allegation is not supported by specific information, it is felt that
the concerned matter is worthy of management review. Provided that such
investigation should not be undertaken as an investigation of an improper or
unethical activity or conduct.

The name of Complainant will also be kept confidential and shall not be shared with the
Investigation Committee.

Limitations on the conduct of the complainant

The Complainant’s role is that of a reporting party with reliable information. They are not
required or expected to act as investigators or finders of facts, nor would they determine
the appropriate corrective or remedial action that may be warranted in a given case.

Complainant should not act on their own in conducting any investigative activities, nor do
they have a right to participate in any investigative activities other than as requested by
the CEO or Functional Head

Safeguard

Harassment or victimization or unfair treatment meted by the Complainant will not be

tolerated by virtue of his/ her having reported a Disclosure under the present policy.
Company, as a policy, condemns any kind of discrimination, harassment, victimization or
any other unfair employment practice being adopted against the Complainant.

Protection under the present policy would not mean protection from disciplinary action
arising out of Malicious Disclosures made by a Complainant knowing it to be false or made
with a malafide intention.

Every effort will be made to protect the Complainant’s identity to the extent possible and
permitted under the law.

Any other Employee assisting in the said investigation shall also be protected to the same
extent as the Complainant.

Decision

If an investigation leads the CEO or the Functional Head to conclude that an improper or
unethical act has been committed, the CEO shall take such disciplinary or corrective action
as it may deem fit and which is in line with the relevant laws applicable to the employees
working at company. In case of an investigation conducted by the Functional Head, they
shall recommend the action to be taken to the CEO based upon which the CEO shall take
the appropriate disciplinary/ corrective action. It is clarified that any disciplinary or
corrective action initiated against the Subject as a result of the findings of an investigation
26

 

 
 

 
  
 


 
 

 



 
 

  
    



  




   
     

!
 "

#

 
  

 

!
 "$


 


%   



& '   (
 &  


 




 
 
  






  
 (

 

 



 
 

 

$  
 
   

   
    
 
)
 
% 
 
$

#


 

 

& 
 






 

$
*
  






  




 



 




 

 

  
$

 


 +

#,
 )



 %     
 

 

 
-


,
   

  


  $
#
    

   


 





      

 



     $

,       

 

 
 

   
 . 

  

   
 . 

 

 
   
 .


 ' 
$ 



 
 
 




/   



   
.

$