Bandhan Financial Services Limited

Human Resources Policy

1. Preface
This Policy Manual Covers all employees of Bandhan Financial Services Limited. It is an
internal document of the Company, intended for restricted circulation within the
Company. The manual has been designed to help new and current employees familiarize
themselves with the company’s policies, procedures and culture. Wherever this manual
states the “Company” it means Bandhan Financial Services Limited and its offices.

Employees need to have a clear understanding of the terms of employment and the policies,
procedures that govern the workplace. It is therefore essential for all employees to go
through the Policy Manual and abide by the same at all times. Employees will be required
to sign an acknowledgement of this manual. This is done following their acceptance of
employment in the Company and while completing the required joining formalities. If the
employees sign the acknowledgement before reading the manual, it implies the employee
understands they have the responsibility to read the manual at a later time.

Since the manual is only a summary of Bandhan Financial Services Limited.’s policies,
employees may review it with their supervisors or the Human Resources Department if
they have any questions. As it is difficult to describe the full scope of the company’s Human
Resources Policies, an attempt has been made to include aspects which are most referred.
Accordingly, the manual should neither be constructed as the only reference point for
employee policies nor should it be interpreted to constitute a contract of employment or a
guarantee of continued employment.

No policy manual can anticipate every circumstances or question about policy. As and
when the need may arise, the company reserve the right to revise, supplement, or rescind
any policies or portion of the manual from time to time as it deems appropriate, in its sole
and absolute discretion, with or without notice. The management’s interpretation of this
document will be considered final and binding.

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2. About Bandhan Financial Services Limited
Bandhan Financial Services Limited is a Non-Banking Financial Company - Core
Investment Company registered with Reserve Bank of India.

2.1. Values
The values of Bandhan is explained by the word "CREATE"

Values of BANDHAN
CREATE
C - Cost effective & simple
R - Respect for all
E - Exemplary governance
A - Accountability, professionalism & discipline
T - Transparency & integrity
E - Effective team work & commitment

3. Organizational Structure and Designations

3.1. Organizational Structure

3.2. Designation of the employees in Bandhan Financial Services Limited

Managing Director
Executive President
Executive Vice President
Senior Vice President
Vice President
Deputy Vice President
Assistant Vice President
Senior Manager

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 Manager
Deputy Manager
Assistant Manager
Executive
Senior Officer
Officer

4. Code of Conduct and Ethics

4.1. Preamble
At Bandhan Financial Services Limited, ethical behaviour is inseparable from honesty,
integrity, and good judgement. Accordingly, all employees are required to follow the code
and act with a high degree of professional and ethical standard.

4.1.1. Engaging in trade, employment, acceptance of fee, association with newspapers,

other communication systems, etc.
1. With prior approval of the competent authority, an employee may undertake
honorary work of a social or charitable nature or occasional work of a literary,
artistic, scientific, professional, cultural, educational, religious or social character,
subject to the condition that his / her official duties do not thereby suffer or the
undertaking of such work is not detrimental to the interest of the Company; but
s/he shall not, undertake or continue such work, if so directed by the competent
authority.
2. Prior sanction for undertaking the aforementioned work is not necessary for
holding a position outside of the Company if the person is required to hold this
position under relevant laws/ regulations/ authorities in force.
3. No employee shall, without the previous sanction of the Competent Authority,
except in the discharge of official duties, take part in the registration, promotion or
management of any Company or other firm, company or any cooperative society
for commercial purposes.
4. No employee shall accept any fee for any work done by him / her for any public
body or any private person or any entity without the sanction of the Competent
Authority.

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 5. No employee shall canvass Company’s operations in favour of an insurance
company or corporation in his / her individual capacity except in circumstances
where the canvassing is done on behalf of the Company, being an agent of the
insurance company.
6. No employee shall, except with the previous sanction of the Competent Authority
or in the bonafide discharge of duties;
7. Own wholly or in part or conduct or participate in the editing or management of
any newspaper or any other periodical publication; or
i. Participate in radio or television broadcast or contribute any article or write any
letter either in his / her own name or anonymously or in the name of any other
person, to any newspaper or periodical or make public, or publish or cause to be
published or pass on to others any documents, papers or information which may
come into his / her possession in his / her official capacity; or
ii. Publish or cause to be published any book or any similar printed matter of which
he is the author or not, or deliver talk or lecture in public meetings or otherwise.
8. No employee shall in any radio or television broadcast or in any social media or
any published document or communication to the press or in public utterance make
any statement which has the effect of disparaging the Company or its management
or bringing the same into disrepute.

4.1.2. Active Part in Politics, Participation in Demonstration, Association.

1. No employee shall take an active part in politics or political demonstration, or stand
for election as member of a municipal corporation/ council, district board or any
legislative body.
2. No employee shall engage himself / herself, or participate in any demonstration
which is prejudicial to the interest of the sovereignty and integrity of India, the
security of the State, friendly relations with foreign state, public order, decency or
morality or which involves contempt of court, defamation or incitement to an
offence.
3. No employee shall join, or continue to be a member of an association, the objects or
activities of which are prejudicial to the interests of the sovereignty and integrity of
India or public order or morality.

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4.1.3. Evidence in enquiry, committee etc.
1. Save as provided in sub-clause (3) below, no employee shall except with the
previous approval of the Competent Authority, give evidence in connection with
any enquiry conducted by any person, committee or authority.
2. Where any approval has been accorded under sub-clause (1), no employee giving
such evidence shall criticize the policy or any action of the Central Government or
of a State Government or of the Company.
3. Nothing in sub clauses (1) & (2) shall apply to any evidence given at an enquiry
before an authority appointed by the Central Government, State Government,
Parliament or a State Legislature or;
a. in any judicial enquiry; or
b. at any departmental enquiry ordered by the Company; or
c. at any action or proceedings taken by or on behalf of the Company.
Any leave taken by an employee for the purpose of giving evidence will be
deducted from his / her leave account unless the employee is required to give
evidence to protect the interest of the Company, in which case the absence from
work will be on full pay.

4.1.4. Receiving Complimentary Valedictions etc.

1. No employee shall, except with the previous sanction of the Competent Authority,
receive any complimentary or valediction or attend any entertainment held in his
/ her honour.
2. However the above clause shall not apply to the following cases - a celebratory
function held in honour of an employee on occasions such as transfer, retirement,
etc. or the acceptance of simple and inexpensive entertainment arranged by
employees of the Company.
3. No employee shall directly or indirectly exercise pressure or influence on any
employee of the Company to induce or compel him / her to contribute towards any
farewell or entertainment.

4.1.5. Acceptance and offering of Gift by Self & Family

1. To avoid a conflict of interest, the appearance of a conflict of interest, or the need
for employees to examine the ethics of acceptance, employees and members of their
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 family shall not accept gifts or entertainment from vendors, suppliers, potential
employees, potential vendors or suppliers, or any other individual or entity who
has or will have official dealings with the Company, directly or indirectly, through
the employee.
2. In this context, gifts refer to all employment related courtesies like, but not limited
to, the following
i. Any types of gift including gift certificates, gift cards;
ii. Hospitality (invitations, accommodation, vacation, transportation, use of vehicles,
etc.);
iii. Entertainment (tickets to leisure, social or sporting events);
iv. Favourable terms or discounts on any product or service;
v. Memberships or consulting relationships;
vi. Employment of family members or relatives;
vii. Gift to any third person (say, a family member).

3. Soliciting contribution from an employee for a gift to a senior official, or accepting

a gift from an employee in lesser position except on special occasions such as
marriage, transfer or retirement, is prohibited
4. There are, however situations, enumerated below, where an employee may accept
inexpensive gifts;
i. Gifts on New Year and other occasions, viz., greeting cards, diaries, notepads,
calendars, flowers and other inexpensive stationery items. Gifts of food, such as
sweets, chocolates, candies and dry-fruits (when exchange of such gifts are as per
tradition, such as Diwali, Pujas etc.) should preferably be shared with and
distributed amongst colleagues.
ii. Farewell and wedding gifts received from colleagues.
5. As in the case of acceptance of gifts, employees may offer greeting cards, diaries,
notepads, calendars, mugs, flowers, umbrellas, key chains (non-precious metals),
and gifts of food such as sweets, chocolates, candies and dry-fruits. The Company
encourages standard gifting practices across the organization and gifts bearing the
logo of the Company.

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 6. For offering any other gift to stakeholders, to be practiced only on a selective basis,
prior approval to be obtained from either Head, Corporate Centre or Head,
Vigilance.
7. Interactions with government entities and their employees exposes the Company
and its employees to legal or compliance concerns. Accordingly, prior to making
any gift offers to government employees/ departments, an employee must
ascertain if there are any limitations or requirements that apply, including
guidelines of Central Vigilance Commission (CVC), e.g., limits on gifts and
entertainment, requirement to register etc.
8. Employees shall not offer courtesies that constitute, or could reasonably be
perceived as constituting, unfair inducements that would violate law, regulation or
policies of Company or would cause embarrassment or reflect negatively on the
Company’s reputation.
9. The Company strictly forbids bribes, payoffs or payments of any kind by any
employee to any person, government official or entity for the purpose of
improperly obtaining or retaining or influencing consideration of any Company’s
activity. It covers all types of payments that may or may not be considered legal
under the circumstances. As the Company is committed to an ethical environment
for all employees, gifts may be given only if it does not create a perception that
favourable treatment of outside entities was sought or received in exchange for
personal gifts - it is important to avoid even the appearance of impropriety.

4.1.6. Bringing Political or Outside Influence

No employee shall bring or attempt to bring any political or other outside influence
to bear upon any superior authority to further his / her own interest in respect of
matters pertaining to his / her service in the Company.

4.1.7. Absence from Work

1. No employee shall absent himself / herself from his / her duty or be late in
attending office work or leave the station without having first obtained the
permission of the authority empowered to sanction leave.
2. Provided that in unavoidable circumstances where availing of prior permission is
not possible or is difficult, the permission may be obtained later subject to the
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 satisfaction of the concerned authority that prior permission could not have been
obtained.

4.1.8. Borrowing, Incurring Debts, Buying & Selling Shares, Lending Money, Guarantees
etc.
No employee shall, in his / her individual capacity
i. Borrow money or permit any member of his / her family to borrow money or
otherwise place himself / herself or a member of his / her family under a pecuniary
obligation to a broker or a money lender or an employee of the Company or any
person, association of persons, firm, company or institution, whether incorporated
or not, having dealings with the Company;
Provided that nothing in this clause shall apply to borrowing from any financial
institution subject to prior approval from the Company.
Provided further that an employee may accept a loan, subject to other provisions of
this policy, from a relative or personal friend or operate a credit account with a
bonafide tradesman.
ii. Buy or sell stocks, shares or securities of any description without funds to meet the
full cost in the case of a purchase or without scrip's for delivery in the case of a sale.
iii. Lend money in private capacity to a constituent of the Company or have personal
dealings with a constituent in the purchase or sale of bills of exchange, government
paper or any other securities; and
iv. Guarantee in his / her private capacity the pecuniary obligations of another person
or agree to indemnify in such capacity another person from loss, except with prior
permission of the Competent Authority.
Provided that nothing in this clause shall apply to any guarantee/ indemnity that
an employee may execute in favour of The President of India in support of a
passport application for any relative.

4.1.9. Accepting Contribution, Collecting Subscription.

1. No employee shall, except with the previous sanction of the Competent Authority,
ask for or accept contributions to or otherwise associate himself / herself with the
raising of any funds or other collections in cash or in kind.

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 2. No employee shall canvass for membership or collect dues or subscriptions for or
carry on any activity in connection with any association, union or other
organization during office hours or within the premises of the Company without
the previous permission in writing of the Competent Authority.

4.1.10. Speculation, Insolvency, Indebtedness

1. No employee shall speculate in any stocks, shares or securities or commodities or
valuables of any descriptions or shall make investments which are likely to
influence him / her in the discharge of his / her duties.

Provided that nothing in this rule shall be deemed to prohibit an employee from
making a bonafide investment of his / her own funds in such securities as he may
wish to buy.
NOTE: Frequent purchase or sale or both of shares or securities or other
investments shall be deemed to be speculation for the purpose of this rule.
2. An employee shall so manage his / her private affairs as to avoid insolvency or
habitual indebtedness. An employee shall refrain from issuing cheques on their
personal accounts without maintaining sufficient balance therein. The Company
shall have the right to review the accounts of the employees for unusual activity,
both regularly and during investigations.
3. An employee against whom any legal proceedings are instituted for the recovery
of any debts due from him / her or for adjudging him / her as an insolvent shall
forthwith report the full facts of the legal proceedings to the Company.
4. An employee should ensure that he / she shall not issue cheques without sufficient
balance in the corresponding account. Issuance of such a cheque is a punishable
offense under section 138 of Negotiable Instruments Act.

4.1.11. Submission of Statement of Assets & Liabilities

1. Every employee in the Company, shall, on first appointment submit a return of his
/ her assets and liabilities giving full particulars regarding;
i. the immovable property owned or acquired or held by the employee, either in his
/ her own name or in the name of any other person;
ii. shares, securities, debentures and cash including Company deposits inherited by
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 him / her or similarly owned or acquired or held by him / her;
iii. other movable property inherited by him / her or similarly owned or acquired or
held by him / her; and debts and other liabilities incurred by him / her directly or
indirectly.
2. Every employee in the Company shall every year, on or before 30th April, submit a
statement of his / her movable, immovable and valuable property as on 31st March
of the previous financial year, to the Company.
3. Provided that the previous sanction of the Competent Authority shall be obtained
by the employee if any such transaction is with a person obligated to the Company
through official dealings with the employee.
4. The Company may, at any time, by general or special order, require an employee
to furnish, within a period to be specified in the order, a full and complete statement
of assets and liabilities including such movable and/ or immovable property held
or acquired by him / her or on his / her behalf or by any member of his / her family
as may be specified in the order. Such a statement shall, if so required by the
Company, include the details of the means by which or the source from which such
property was acquired.

4.1.12. Recourse to Court

No employee shall, except with the previous sanction of the Managing
Director/Manager/Whole Time Director, have recourse to any court or to the press
for the vindication of any official act which has been the subject matter of adverse
criticism or any attack of a defamatory character.

Provided that nothing in this clause shall be deemed to prohibit an employee from
vindicating his / her private character or any act done by him / her in his / her
private capacity and where any action for vindicating his / her private character or
any act done by him / her in private capacity is taken, the employee shall submit a
report to his / her immediate superior within a period of 3 months from the date
such action is taken by him / her.

4.1.13. Consumption of Intoxicating Drinks etc.

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 1. An employee shall strictly abide by any law relating to intoxicating drinks or drugs
in force in any area in which he/she may happen to be posted for the time being.
2. It is also the duty of the employee to see that he/she is not under the influence of
any intoxicating drink or drug during the course of his / her duty and takes due
care that the performance of his / her duty is not affected in any way by the
influence of any intoxicating drink or drug.

4.1.14. Professional Conduct

Maintaining high standards of professionalism is the responsibility of all
employees. All employees shall conduct themselves in accordance with the
Company’s Code of Conduct and Ethics and in the best interests of the Company.

4.1.15. Personal Investments

To protect the Company’s commitment to maintain the highest standards of
integrity, it is essential that employees conduct their personal trading in
investments as per SEBI Prevention of (Insider Trading) Regulations, 2015 of the
company or any of its subsidiaries in an appropriate manner that withstands public
scrutiny.
1. The Company prohibits trading in securities of the company or any of its
subsidiaries with whom it does operation while in possession of material, non-
public information also known as Unpublished Price Sensitive Information (UPSI)
of the company.
2. All employees should note that using UPSI in any form/manner to trade in the
securities of the Company or any of its subsidiaries are prohibited.

4.1.16. Protecting the Company’s Assets

Loss, theft and misuse of the Company’s assets directly impact profitability.
Protecting the Company’s assets against loss, theft or other misuse is the
responsibility of every employee. Any suspected loss, misuse or theft should be
reported to the immediate supervisor or to the Head Administration.

4.1.17. Know Your Customer (KYC)/ Anti Money Laundering (AML)

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 1. The Company is committed to strict enforcement of KYC and AML requirement.
To ensure adherence to the Company’s KYC and AML Policy, all employees are
required to keep oneself updated on applicable KYC/ AML Guidelines.
2. The Company prohibits any operation with drug traffickers, money launderers and
such other criminals and all employees are required to be alert in this respect. The
Company is committed to assist law enforcement agencies in identifying and
tracking down money launderers and remain compliant with all relevant anti-
money laundering legislations and regulations.
4.2. Confidentiality
1. All employees shall maintain the strictest secrecy regarding the company’s affairs
and shall not divulge directly or indirectly any information of a confidential nature
either to the public or to an outside agency or to any other employee of the company
not entitled to such information, unless-
a. Divulging of such information is in accordance with the law;
b. Employees are directed to divulge such information by judicial or other
authority; or instructed to do so by a superior employee in the discharge
of his /her duties.
2. All employees must always protect the confidentiality of proprietary and non-
public information he/she obtains or creates in connection with his/her activities
of the company, in accordance with the applicable law. Proprietary and confidential
information include any system, information or process that gives the company an
opportunity to obtain an advantage over competitors; Non-public information
includes confidential information about Company, its employees and any other
information received by him/her as an employee of the Company.
3. The employee’s obligation to protect the Company’s proprietary and confidential
information continues even after he/she leaves the Company. The employee shall
return all documents in his/her possession having proprietary information at the
cessation of services with the Company, on retirement, resignation or termination.
4. Employee shall adhere to the following:
i) Non-disclosure of any confidential information about the Company, its suppliers
or distributers except to those who are authorised to receive such information or is
required by law, appropriate legal process or appropriate internal authorities.

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 ii) Non-disclosure of information such as trade secrets, patents, trademarks and
copyrights, as well as, objectives and strategies, records, databases and employee
related information.
iii) Protection of data provided to outsourced staff.
5. Employees should note that they could face disciplinary or even legal action for
unauthorized use or distribution of proprietary and confidential information.
6. Employees are expected to make themselves aware of disclosure norms regarding
sharing of confidential information through any means as this may lead to
investigation and probe against the employees even if done under ignorance.
Employees should avoid discussing proprietary or confidential information with
outsiders or those who are not privy to the said information.

4.3. Conflict of Interest

4.3.1 A “Conflict of Interest” occurs when personal interest of an employee interferes or
appears to interfere in any way with the interests of the Company. All employees
have a responsibility to the company, its stakeholders and to each other. Although
this duty does not prevent them from engaging in personal transactions and
investments, it does demand that they avoid situations where a conflict of interest
might occur or appear to occur. They are expected to perform their duties in a way
that they do not conflict with the Company’s interests, which includes but not
limited to, the following:-
I) Ensure that their personal interest does not, at any time, conflict with their
duty to their clients and client’s interest always takes primacy in their advice,
investment decisions and transactions.
II) Make appropriate disclosure to the clients of possible source or potential
areas of conflict of interest which would impair their ability to render fair,
objective and unbiased services;
III) Take steps which would reduce scope of conflict between departments. Steps
may include creating information barriers which would reduce or eliminate
flow of information between departments;
IV) Exercise caution on transactions in securities while handling a mandate of
issuer or client in respect of such security so as to avoid any conflict.

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4.3.2 Employees are expected to devote their total attention to the interests of the
Company. They are prohibited from engaging in any activity that interferes with
their performance or responsibilities to the Company or otherwise is in conflict with
or prejudicial to the Company. It is important that employees carefully consider
whether any of their activities or relationships, including volunteer positions
outside the Company, could cause a conflict (or the appearance of a conflict) with
the interests of the Company. Even if an activity seems unrelated to their current
job, they may be required to obtain pre-approval before engaging in it.
4.3.3 Employees must not take for themselves opportunities that the Company would
legitimately be interested in, irrespective of whether the employee gained the said
information through the use of his / her position in the Company.
4.3.4 Employees must never use or attempt to use their position to obtain any improper
personal benefit (including loans or guarantees of obligations or gifts, from any
person or entity) for themselves, family member(s) or any other individual or
group.
4.3.5 Having a relative functionally reporting into another or where one relative is in a
position to influence the pay, promotion, transfers etc. of the other, should be
avoided.
4.3.6 If such a related party transaction is unavoidable, employees must fully disclose the
nature of the related party transaction to the appropriate authority. Any dealings
with a related party must be conducted in such a way that no preferential treatment
is given to that party.

4.4. Ethical Practices

Ethics is about doing what is morally right – being ethical means to act responsibly
and in good faith, with due care, prudence and diligence, without allowing own
judgments and decisions to be subservient to personal or extrinsic considerations.
An ethical person follows both the letter and spirit of laws and regulations. In
managing the Company’s opearions, in dealing with each other and in provision of
services, the employees of the Company must conduct themselves in a fair and
ethical manner, mindful of the Company’s interest. The Company is committed to
conducting its operations with honesty and the highest ethical standards and has
zero tolerance towards bribery and corruption.
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4.5. Workplace Health and Safety
Good health and safety of employees are of great importance to the Company.
While the Company has put in place internal systems and procedures for creation
and maintenance of a safe and healthy environment at the work place, employees
are required to follow safety guidelines and internal processes. The Company
employees are also encouraged to ensure, through proper behavior, an accident free
workplace. They should make themselves aware of accident prevention and safe
usage steps and make useful contribution in keeping the workplace safe from
accidents and other hazards.
To ensure a safe and healthy workplace, employees shall:
a. take reasonable proactive measures for prevention of workplace accidents and
injuries;
b. be alert to suspicious movements of individuals within the Company’s premises
and report any unusual activity therefor;
c. refrain from possessing, distributing or use of drugs, firearms or any other items
that could adversely affect health, safety and security at the workplace.

4.6. Commitment to Regulators and stakeholders and ensuring accurate records,

reporting requirements
The Company follows a policy of full cooperation with the regulators and is
committed to compliance with all applicable regulations. All employees shall at all
times be responsive and transparent to regulatory agencies and should ensure
timely as well as accurate submission of information/reports. Employees shall also
cooperate and report (not withhold or mis-represent) any violation of
regulation/laws/guidelines etc. An employee found guilty of any violation in
connection with submission of information/reports to regulatory agencies will be
liable for disciplinary action. The Company's relationship with other stake holders
including shareholders and suppliers are required to be cooperative, professional,
ethical and impartial. Negotiation with vendors must be conducted in a fair and
open manner to the satisfaction of all concerned. The Company's vendors and
suppliers should not be used for any personal purpose.
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 The Company’s commitment to its stakeholders shall be practiced in the following
manner:
1. The Company shall endeavor to enhance shareholders’ value, protect their interests
and defend their rights by practicing pursuit of excellence in corporate life.
2. The Company shall not only comply with all statutory requirements but also
formulate and adhere to strong governance.
3. The Company shall endeavor to develop employees by equipping them with the
required job skills and provide employees with a safe, high-performing and
respectful work environment.
4. The Company is committed to maintaining integrity of financial reporting and
disclosures required under all regulations and accordingly: Shall communicate
effectively with shareholders so that they are provided with full and accurate
information, in all material respects, about the Company’s financial results and
condition of operations. Employees, who are responsible for preparing these
reports, must assist in maintenance of appropriate records so as to ensure that
financial transactions are prepared in accordance with generally accepted
accounting principles and that they fairly present the financial conditions and
results of the Company.
5. Shall ensure reports and documents that are required to be filed with or submitted
to the government and regulatory authorities are, fair, timely and understandable
and the employees responsible for submitting these reports must ensure
completeness and accuracy.
6. The employees have to ensure that records, data and information owned, collected
and used by them for the Company are accurate and complete. Records must be
maintained as per the record retention policy of the Company. If an employee gets
any information about non-maintenance of these records or any loss or tampering
of records, he should immediately report the matter to the relevant authority.

4.7. Dress Code for employees

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 Professional attire, grooming and aesthetics of employees affect the impression of
public towards the Company. Employees are, therefore, expected at all times to
present a professional image. Employees are also expected to observe and maintain
proper habits of personal grooming and hygiene at all times.
As general guidelines, the following may be practiced:
4.7.1. For men
1. Well ironed formal trousers.
2. Well ironed formal shirts, tucked-in and shirt sleeves buttoned down.
3. Formal shoes.
4.7.2. For women
1. Well ironed formal attire (Sari, Suit, Western wear, etc.);
4.7.3. Others
1. Footwear should be clean and well-polished.
2. Sneakers, floaters, sandals and slippers (hawai chappals or rubber slippers)
should not be worn.
3. Chewing paan, tobacco, or smoking in the office premises is prohibited
4. Nails should be clean and properly clipped.
5. Visible body tattoos and body piercing should be avoided
The above guidelines are based on what is generally acceptable as formal attire and what
is not. As no dress code can cover all contingencies, hence employees must exercise a certain
amount of judgment in their choice of clothing to wear to work keeping in mind what is
the acceptable and professional attire for work.

4.8. Public Communication and acceptable use of Social Media

4.8.1. Public Communications
Public communication is a sensitive function of the Company as it has the potential
to affect the Company's image and reputation. If any employee wishes to make any
external communication such as a media interview, lecture/ presentation in a
seminar etc., he/ she should first obtain prior permission from the Company.

4.8.2. Social Media

Social media enables people to share information, knowledge and ideas regardless
of rank, title or experience. There are risks associated with communicating on the
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 social media platform and therefore, there is a strong need to lay down guidelines
for usage of such media by the Company employees, considering their rights as well
as the interests of the Company. All employees of the Company will adhere while
contributing to online social platforms especially those with references to or having
a potential impact on the Company.

4.8.3. Information sharing

On social platforms, the boundaries of professional and personal information are
often blurred. Shifting privacy policies and powerful search engine indexing, often
make it impossible to ensure what is being shared, viewed or archived. Since the
posted material will reflect on the employee and on his / her employer, employees
should not post contents that may be inappropriate to share online. Sharing
information regarding the Company on Social Platforms like WhatsApp, Facebook,
Twitter, Instagram etc. is strictly prohibited.

4.8.4. Responsibility
When an employee participates in social media, he/ she is speaking as an individual
and not on behalf of the Company. Therefore:
Employees should identify themselves using the first person singular and avoid use
of pseudonyms or false screen names;
If posting on an individual site refers to or has an impact on the Company,
disclaimer such as “The views expressed on this site are my own and not those of
Bandhan Financial Services Limited.” should be used;
1. Where applicable law permits, the Company reserves the right to monitor use of
social platforms and take appropriate action to protect against misuse that may be
harmful to the Company’s reputation;
2. Do not post or receive images or text of sexual nature or lewd materials, racial
comments or material of such nature;
3. Respect personal dignity, privacy and rights of the individuals;
4. Do not extract unfair advantage through manipulation, concealment,
misrepresentation of facts, etc.;
5. Company branding in the form of Logo, Trade mark, Visual identity, etc., should
not be used in personal blogs, pages, profiles, etc.
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 6. Ensure that the online activities do not interfere with the job.

4.8.5. Conduct
Online behaviour of Bandhan Financial Services Limited employees should be
consistent with the Company's Code of Conduct and Ethics. Employees shall:
1. Use expert knowledge to enrich discussions, help solve problems, share the
excitement of the work environment, and promote learning and idea-sharing;
2. Stick to facts in their posting as the tone used online can be interpreted in different
ways by the readers, due to a lack of non-verbal communication or cultural
differences and comments are often taken out of context;
3. Not engage in any conduct online that would not be acceptable in the workplace or
that is unlawful. For example, employees should not make derogatory remarks,
bully, intimidate, harass other users, use insults or post content that is hateful,
slanderous, threatening, racist, discriminating or pornographic;
4. Admit a mistake if made, and correct it as soon as possible.

4.8.6. Confidentiality
In the course of social media interactions, employees shall:
1. Always protect confidential and other proprietary information of the Company,
the Company's suppliers and all other stake holders;
2. Ensure that any reference other stakeholders do not violate any non-disclosure
obligations. Please also keep in mind the Confidentiality obligations under the
Company's Code of Conduct and Ethics;
3. Not disclose information about colleagues or other persons, misuse their personal
data, or publish their photos without their permission;
4. Comply with laws and regulations and more particularly with laws governing
intellectual property rights, including copyrights and trademarks.
The Company reserves the right to monitor comments or discussions about the
Company, employees, clients or the industry posted by employees on the internet. If
any content violates the Company's Code of Conduct or the Social Media guidelines
herein, the Company may initiate investigation and take remedial or disciplinary action
against the employee concerned.

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4.9. Internet usage guidelines
The Usage guidelines applies to all employees of the Company who have access to
computers and the Internet to be used in the performance of their work. Use of
internet by employees of the Company is permitted and encouraged where such use
supports the goals and objectives of the Company. However, access to the Internet
through the Company is a privilege and all employees must adhere to the policies
concerning Computer, Email and Internet usage.

4.9.1. Computer, email and internet usage

 The employees are expected to use the Internet responsibly and productively.
Internet access is limited to job-related activities only and personal use is not
permitted;
 Job-related activities include research and educational tasks that may be found via
the Internet that would help in an employee's role;
 All Internet data that is composed, transmitted and/ or received by the Company's
computer systems is considered to belong to the Company and is recognized as part
of its official data. It is therefore subject to disclosure for legal reasons;
 The equipment, services and technology used to access the Internet are the property
of the Company and it reserves the right to monitor Internet traffic and monitor and
access data that is composed, sent or received through its online connections;
 All sites and downloads may be monitored and/ or blocked by the Company if they
are deemed to be harmful and/ or not productive to Company;
 The installation of any software without prior approval of the Information
Technology Department is strictly prohibited.

4.9.2. Unacceptable use of the internet by employees includes, but is not limited to
 Sending or posting discriminatory, harassing, or threatening messages or images on
the Internet or via the Company’s email service;
 Using computers to perpetrate any form of fraud, and/ or software, film or music
piracy;
 Stealing, using, or disclosing someone else's password;
 Downloading, copying or pirating software and electronic files that are copyrighted
or without authorization;
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  Sharing confidential material, trade secrets, or proprietary information outside of
the organization;
 Hacking into unauthorized websites;
 Sending or posting information that is defamatory to the Company, its products /
services, colleagues .
 Introducing malicious software onto the Company network and/ or jeopardizing
the security of the organization's electronic communications systems;
 Sending or posting chain letters, solicitations, or advertisements not related to
Company purposes or activities;
 Passing off personal views as representing those of the organization.

In order to ensure disciplined usage of corporate email, the following should be

practiced.
1. Facility of sending mails to group mail ids will be available to the Manager and
above.
2. Facility of sending mails to group mail id “All Employees” will not be available to
any user, except for Managing Director / Manager / Whole Time Director and HR
Head. Any mail to “All Employees” will be sent through the IT Department based
on specific approval of HR Head.
3. Employees should avoid exchanging personal mails through corporate email.
4. Emails sent via the Company’s email system should not contain content that is
deemed to be offensive. This includes, though is not restricted to, the use of vulgar
or harassing language/ images.

4.10. Harassment and Grievance Redressal

The Company is an equal opportunity employer. It does not discriminate on the
basis of religion, race, caste, sex, and place of birth, descent, sexual orientation,
gender identity, disability, age or any other basis as prohibited by law. The
Company will not condone any discrimination against any person on its premises,
whether that person is in its employment or otherwise. The Company is committed
to fostering a workplace free of harassment and intimidation, where all employees
can work together with openness, trust and respect for each other. Employees are
expected to conduct themselves in accordance with the high ethical standards of
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 honesty and integrity, and treat each other with courtesy and respect. They should
at all times avoid behavior at the workplace that may create an atmosphere of
hostility or intimidation.

4.10.1. Harassment
As described above, harassment is an unwelcome verbal, non-verbal or physical
behavior that unreasonably interferes with work or creates an intimidating, hostile
or offensive work environment.
It can:
1. include comments (oral, written including those made through all types of electronic
media), gestures, or physical actions;
2. be a single incident or a repeated, continuous pattern of behavior;
3. demean, belittle or cause personal humiliation or embarrassment;
4. be directed at a particular person or a number of people;
5. be initiated by a colleague, a supervisor or someone outside the organization;
Other behaviors that might constitute harassment include:
1. public or private tirades by a colleague other than the supervisor;
2. public or private tirades by a supervisor except in case of dereliction of duties;
3. severe or repeated insults related to a person's personal or professional competence;
4. deliberate desecration of religious and/ or national symbols;
5. racial epithets, slurs, and malicious, negative stereotyping expressed toward an
individual or a group directly or indirectly (e.g., circulated via e-mail, written on
walls);
6. malicious and false complaints of misconduct against other employees.
7. A series of events that have a long-term effect on an employee’s emotional stability.

4.10.2. Conflict Resolution

An employee who feels that he or she is being subjected to harassment should first,
where possible, make his / her disapproval clearly known to the individual(s)
concerned and ask that the behavior be stopped. If there is no apparent change in
the behavior of the perpetrator, the employee concerned can make use of either
informal or formal resolution process for redressing their complaint as mentioned
below:
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4.10.3. Informal Complaint Process
The informal process is intends to provide a means for solving problems before
parties become adversarial. In cases where the harassment is not egregious or
chronic, an attempt may be made, to resolve the matter informally. It is expected
that through discussion or mediation, parties will understand each other’s point of
view, and the problematic behavior, which is the perceived cause of harassment, will
cease.

If the employee is desirous of resolving the complaint informally, he/ she should
seek the guidance of a third party, such as the supervisor, a Human Resources
Officer or any other senior colleague, who may be able to help.
However, in dealing with informal complaints, the senior staff or the senior
colleague concerned must:
 be supportive of the aggrieved person while not prejudging the issue;
 advise the aggrieved person of the options available to him / her;
 depending on the wishes of the aggrieved person, attempts to resolve the matter by
discussing it with the alleged harasser or mediating between the aggrieved person
and the alleged harasser; and
 follow up on incidents to ensure harassment has stopped and there is no retaliation.

4.10.4. Formal Complaint Process

If the matter is not suitable for mediation, or if one or both parties refuse mediation,
the aggrieved person can file a formal complaint with the Chairman of the NRC or
to appropriate authority under Whistleblower Policy who will conduct a fair,
prompt, and thorough investigation.

However, upon receipt of such complain, before constituting an inquiry it will be

determined whether the complaint thus received falls under the purview/definition
of harassment. In a case, if the Competent Authority is of the opinion that the
complaint does not fall under the purview of harassment, the same will be
communicated to the complainant.

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 Further, when a formal complaint is lodged, the Company may consider
redeploying either party pending the resolution of the formal complaint.

Wherever it has been established that the allegation against the respondent has been
proved, a suitable action as deemed fit would be initiated as per the extant
disciplinary procedure of the Company.

In the event of receipt of an anonymous complaint, it becomes difficult to ascertain

the veracity of the complaint, investigate and draw conclusions about it. Hence,
depending on the evidence provided of the alleged harassment, the Competent
Authority may make reasonable attempts to investigate and address anonymous
complaint received by it.

4.10.5. Freedom from Retaliation

A person who in good faith brings a complaint of harassment against another person
shall not be subjected to any form of retaliation. The Company prohibits retaliation
against anyone who files a complaint in good faith, and retaliation in itself
constitutes misconduct subject to disciplinary action. Discriminating against an
employee who has made a complaint of harassment or deleteriously affecting the
terms and conditions of employment or work environment of the employee will be
construed as retaliation.

4.10.6. Confidentiality
All employees who are aware of a harassment complaint, or involved in its
resolution, must recognize the seriousness of the situation and respect the sensitivity
and confidentiality that must be accorded to the matter. They must refrain from
discussing the complaint amongst themselves or with anyone who does not have a
"need to know." Every effort will be made to preserve the dignity and self-respect of
the parties to the complaint.

4.10.7. Action against false complaints

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 False or malicious complaints can seriously damage a person’s reputation, career,
and relationships. If anyone makes a false or malicious complaint of harassment and
it is so established after a thorough and proper investigation, the complainant will
face disciplinary action, depending on the situation.

4.11. Prevention of Sexual Harassment

The Company is committed to creating and maintaining a secure work environment
where its employees, agents, vendors and partners can work together in an
atmosphere free of harassment, exploitation and intimidation caused by acts of
Sexual Harassment within, but not limited to, the office premises and other locations
directly related to the Company. The Company provides protection against sexual
harassment irrespective of gender at workplace. These guidelines aim to
prevent/prohibit, redress any incident of sexual harassment and provides for strong
disciplinary action in face of any such occurrence.

4.11.1. Scope & Coverage

The Company aims to cover prevention, prohibition & redressal of Sexual
Harassment which may arise in places not limited to the Company’s offices /
branches but also includes all such places or locations where such acts are conducted
in context of working relationships or whilst fulfilling professional duties or which
may be visited by an employee during the course of employment including
transportation provided by the Company, if any, for undertaking such visit.

The guidelines apply to sexual harassment by fellow employees, supervisors,

managers as well as agents, contractors, vendors, partners and, visitors including
outsource employees.

Sexual harassment is judged by the impact on the complainant and not the intent of
the respondent. Sexual harassment as addressed in these guidelines need not
necessarily be from a male to a female employee, it can be vice versa as well as
between individuals of same gender.

4.11.2. Definitions

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 “Sexual Harassment” includes any one or more of the following unwelcome acts or
behavior (whether directly or by implication) such as:
1. Physical contact and advances;
2. A demand or request for sexual favors;
3. Making sexually colored remarks;
4. Showing pornography; or
5. Any other unwelcome physical, verbal, non-verbal, textual, electronic behaviour of
sexual in nature.
In addition to above definition, if there are following circumstances along with or
apart from, it shall amount to sexual harassment (creation of Hostile Work
Environment).
6. implied or explicit promise of preferential treatment in their employment;
7. implied or explicit threat of detrimental treatment in their employment;
8. implied or explicit threat about their present or future employment status;
9. interfering with their work or creating an intimidating or offensive or hostile work
environment;
10. humiliating treatment likely to affect the health and safety of the aggrieved person.

4.11.3. Redressal Mechanism

An Internal Committee (IC) consisting of one Presiding Officer and three members
constituted to enquire into and provide redressal of Sexual Harassment complaints.

Internal Committee Members

Managing Director / Manager / Whole Time
Director
Chief Financial Officer
2 External Members

Any aggrieved person may make, in writing, a complaint of sexual harassment at

workplace to the committee, within a period of 3 months from the date of incident
and in case of a series of incidents, within a period of 3 months from the date of last
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 incident along with the supporting documents, names & addresses of witness to IC
at The Presiding Officer, Internal Committee, Bandhan Financial Services Limited
Ltd., DN-32, Sector V, Saltlake City, Kolkata 700091. However, the time limit may be
extended for a further period of 3 months, if in the opinion of the IC there were
circumstances which prevented the aggrieved person from filing the complaint
earlier.

Upon receipt of such complaint, the IC shall determine whether the complaint thus
received falls under the purview/definition of Sexual Harassment, preferably
within 7 days from receipt, and it would record their findings with reasons and
communicate the same to the complainant and the HR Department if the complaint
does not fall under the purview of Sexual Harassment.

However, if the ICC is of the view that the complaint is indeed a case of Sexual
Harassment then it will provide a copy of the complaint along with supporting
documents of such complaints to the Respondent, against whom the complaint is
lodged, within 7 working days. The Respondent shall submit reply to the ICC within
10 working days of receipt of the complaint along with list of documents, names and
addresses of witnesses, if any, in support of his / her submission.

4.11.4. Anonymous Complaints

While making a complaint it is desired and expected that the complainant mentions
details about himself / herself, which will be dealt with in strict confidentiality. In
the event of receipt of an anonymous complaint, it becomes difficult to ascertain the
veracity of the complaint, investigate and draw conclusions about it. Hence,
depending on the evidence provided of the alleged harassment, the ICC may make
reasonable attempts to investigate and address anonymous complaint received by
it.

4.11.5. Investigation/Inquiry into the Complaint

The ICC shall have the right to summon the respondent or any other witnesses as
and when necessary. ICC shall have right to terminate inquiry proceedings or issue
ex-parte decision in the complaint if the aggrieved person and / or respondent
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 without sufficient cause fail to present themselves before the ICC for three
consecutive hearings convened by the ICC.

The ICC is free to obtain / summon / enforce through the HR department and / or
from the concerned department such information in the form of written
communication, witnesses, previous records, and data of the concerned / relevant
employees which may be helpful for the investigation.

All proceedings of the ICC will be recorded in writing. ICC and individuals shall
endorse their respective statements as token of authenticity. In case of refusal to
endorse the same by either party the endorsement shall be made by the presiding
officer with appropriate remarks.
On completion of an inquiry, a report would be submitted by the ICC to the
Disciplinary Committee within 10 days. The report will contain outline of the case,
investigation process, conclusion based on the balance of probabilities, findings
based thereof and recommendations for further action.

The ICC shall share a copy of the findings of the inquiry with the aggrieved person
and the respondent.

4.11.6. Action
If the allegation against the respondent has not been proved, the Committee may
recommend that no action needs to be taken in the matter. If the ICC arrives at the
conclusion that the allegation against the respondent has been proved, it shall
recommend to:
 Initiate action against the respondent as recommended in their report in accordance
with extant Code of Conduct and Ethics of the Company;
 If the respondent is not an employee of the Company, in addition to assisting the
complainant to initiate action against the person as per the law, the Company will
debar the offender from the Company’s premises;
The Company shall act upon the final recommendations of the ICC within 60 days
of its receipt.

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4.11.7. Appeals
In case of any of the parties involved are aggrieved with the decision of the ICC, they
shall have an opportunity to represent the case to the Appellate Authority. The
decision arrived at thereafter, however shall be final and binding to both.

4.11.8. False and Malicious Complaints

In case it has been proved that the compliant has been made with a malafide
intention, the ICC will recommend suitable action to the HR against the complainant
and also against the witnesses for appropriate disciplinary action, to prevent
recurrence such complaints.

4.11.9. Confidentiality
The contents of the complaint made under the provisions of this guidelines, identity
and addresses of the aggrieved person, respondent and witnesses, information
related enquiry proceedings, recommendations by the ICC, and action taken by the
Company shall not be published, communicated or informed to public or media in
any manner.

4.12. Disciplinary setup and procedures

The Company has formulated a standard disciplinary procedure, which is
applicable to all employees and which is fair to the employee concerned.
Disciplinary action will start based on the report received by the Discipline
Management Team from the respective Department, who would submit their report
after following the aforementioned process. However, in cases where any
complaint/information received directly by the Disciplinary Management Team on
breach of Code of Conduct and Ethics of the Company by an employee, a suo-moto
inquiry/investigation may be constituted, through Vigilance or Inspection & Audit
Department as the case may be, based on the veracity and seriousness of the
complaint. Based on the report and other related documents received, the Discipline
Management Team (DMT) will put-up the case, along with the background, facts,
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 views/observations of DMT, to the Disciplinary Committee for further
direction/decision in the matter.

As per the directions of the Disciplinary Committee, the approved Charge Sheet will
be issued to the errant employee by a designated Officer of the DMT. The Charge
Sheeted Employee (CSE) is required to make his / her submissions within 7 days
from the receipt of charge sheet. If the CSE do not make any submission within 7
days or any extended time frame, as approved by the Disciplinary Committee, it will
be construed that the CSE do not anything to submit in his / her defense and the
matter will be considered accordingly.

The Disciplinary Committee, at its discretion based on gravity and seriousness of

the misconduct, may decide to hold a personal hearing with the CSE before
awarding a penalty in order to accord him / her an opportunity to present their case.
Based on the findings of the investigation, facts of the case, submissions made by the
CSE, the Disciplinary Committee will decide on any of the penalty as enumerated
below to be awarded to the CSE.

Any employee who is aggrieved with the penalty awarded by the Disciplinary
Committee may prefer an Appeal against such order to the Appellate Committee
within 15 days from receipt of the penalty letter. Any appeal received after the said
time frame will not be entertained. The Disciplinary Committee & Appellate
Authority for various grades will be as mentioned below:

4.12.1. Disciplinary Committee & Appellate Committee

The Disciplinary Committee and the Appellate Committee for the employees upto
Vice President in the Company shall be as under –

Category of
Disciplinary Committee Appellate Committee
Employee

Vice President and 1. MD 1. Chairman of NRC

below 2. Two Independent 2. Two Independent
Directors Directors

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 3. Internal Auditor 3. Two External Members

The Disciplinary and Appellate Committees for proceedings to be initiated against

employees in the grades of Senior Vice President and above shall be constituted by
the Managing Director / Manager / Whole Time Director on a case to case basis

4.12.2. Penalties
The types of corrective actions/penalties mentioned below shall be applied
judiciously and fairly depending on the seriousness of the lapse committed by the
employee. However, the Company shall be the sole judge to decide on the
categorization of breaches as also the form of corrective actions. Penalties under the
disciplinary procedure in the Company would be of two types, which are as follows:

Minor penalties
 Warning, Censuring;
 Recovery of full / partial pecuniary loss caused or likely to be caused to the
Company;
 Adversely impacting annual performance rating;
 Withholding of increment;
 Withholding of performance linked bonus / incentive (partly).

Major penalties
 Withholding of performance linked bonus / incentive (full);
 Withholding of promotion;
 Demoting to the lower grade or level;
 Reduction in basic salary;
 Termination of services;
 Dismissal from services;

Suspension

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 An employee may be placed under suspension pending/during disciplinary
procedure under the following circumstances:
 Where the continuance of the employee in the office will prejudice investigation,
trial or any inquiry (e.g., apprehended tampering with witnesses or documents);
 Where the continuance of the employee in the office is likely to seriously subvert
discipline in the office in which he/she is working;
 Where a preliminary enquiry into allegations has revealed a prima-facie case
justifying criminal or departmental proceedings which are likely to lead to his / her
conviction and/or termination or dismissal from service.
In the circumstances mentioned above, indicative grounds for which, it may desirable
to suspend an employee for misdemeanors are of the following types:
 an offence or conduct involving moral turpitude;
 corruption, embezzlement or misappropriation of Company’s money, misuse of
official position for personal gains;
 serious negligence and dereliction of duty resulting in considerable loss to the
Company;
 refusal or deliberate failure to carry out written orders of superiors.
Further, an employee may be deemed to have been placed under suspension by an
order with effect from the date of his / her detention in either judicial/police
custody, whether on a criminal charge/offence under the Indian Penal Code/or any
other criminal laws of the country, for a period exceeding forty-eight (48) hours;

Revocation of Suspension
The suspension order so passed or deemed to have been passed, as the case may be,
shall continue to remain in force till the disposal of the disciplinary proceedings
initiated/or to be initiated against such an employee or otherwise
modified/revoked by the authority which issued the order of suspension or by a
higher authority.

Subsistence Allowance during the period of suspension

Upon suspension, the suspended employee is eligible to receive subsistence
allowance at the rate of one third of basic pay the employee was drawing on the day
preceding to the date of suspension plus other allowances (except
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 conveyance/transport allowance) proportionately on such reduced basic pay for the
first ninety days (90 days). For the period of suspension beyond ninety days (90
days), for the remaining period of suspension, subsistence allowance equal to half
of the basic pay plus other allowances (except conveyance/transport allowance)
proportionately on such reduced basic pay which the employee was drawing on the
day preceding to the date of suspension will be paid.
During the period of suspension the following are to be noted in connection with
the eligibility and deductions:
1. Monthly rent will be deducted for the Company provided residential
accommodation, if any, to the suspended employee.
2. The Car and driver provided to the employee, if any, will be withdrawn.
3. Deduction towards repayment of loans/advances availed from the Company will
be made.
4. Income-tax will be deducted (provided the employees yearly income calculated with
reference to subsistence allowance is taxable);
5. Suspended employees’ Contribution towards Group/ Mediclaim insurance, as
applicable.
6. No deduction will be made towards contribution of PF.
7. Deduction towards loan repayment taken against PF will be made only upon with
the written consent of suspended employee.
8. Total deductions should not exceed 50% of the subsistence allowance.

4.13. Declaration to be signed by all employees to be bound by these regulations

All the employees of the Company shall be required to provide a Declaration
annually confirming compliance with the Company’s Code of Conduct and Ethics.
The mode and format for providing the declaration shall be prescribed from time to
time by the Company.

4.14. Code of Conduct and Ethics – Do’s and Don’ts

An indicative list of do’s and don’ts is enumerated below. All employees of the
Company shall:
1. Comply with laws, regulations and the Company's standards.
2. Obey reasonable instructions of the superiors.
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 3. Avoid moral turpitude and do nothing which is unbecoming of an employee of the
Company.
4. Adhere to KYC/AML guidelines and Company's standards to prohibit/prevent
money laundering, terrorist financing and fraud perpetration.
5. Be responsive to the stakeholders and demonstrate exemplary governance at all
times.
6. Reject bribery and corruption and must not give or accept bribes nor engage in any
form of corruption.
7. Be familiar with the Company’s guidelines on Prevention of Sexual Harassment and
refrain from any behaviour, words or action that can be construed as Sexual
Harassment.
8. Avoid conflicts of interest.
9. Not offer, give or accept inappropriate gifts or benefits.
10. Not deal in shares when in possession of insider information.
11. Not disclose Company’s data unless authorized to do so.
12. Not break into the network/computer system of another organization or person.
13. Not refuse to cooperate with any investigation.
14. Not fight or threaten violence at the workplace.
15. Not spread rumours or unauthenticated information.
16. Not use foul language (including verbal) at the workplace.
17. Not be negligent or exhibit improper conduct leading to damage of Company’s
property.
18. Not participate in any demonstration against the Company or its officials.
19. Not submit and claim false bills for reimbursements.
20. Not misuse Company’s vehicle for personal journey.
21. Not violate Company’s dress code.

4.15. Special Responsibilities of Superiors and Managers

Managers and supervisors have a critical role to play in the Company. In addition
to their responsibilities as employees, the supervisors and managers must play a
major part in creating an environment that encourages ethical behavior in the
Company. Some of these are:

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1. They must assist the employees to understand and apply the internal policies and
procedures effectively for the betterment of all concerned;
2. They must encourage employees to report any wrongdoing/ unethical practice as
soon as they come to notice it, so as to avoid any doubts later that an offence was
being committed with their knowledge, which could be construed as connivance by
the employee;
3. Ensure that compliance with provisions of applicable laws / regulations is
monitored on an on-going basis;
4. They should effectively communicate to the employees that any violations of the
applicable laws/ regulations are disapproved of and would have disciplinary
implications and issue suitable directives in this respect.

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4.16. Raising Ethical Issues
The Company encourages all employees to report their concerns and suspected
violations of the Company’s Code of Conduct and Ethics, internal policies, external
legal and regulatory requirements, etc. While the employee may choose to remain
anonymous, breaches should be escalated immediately to their supervisor/ HR/
compliance or any other empowered authority under whistle blower policy. The
Company shall conduct prompt and thorough investigations of reported violation
and take appropriate corrective action as required. The Company shall not tolerate
retaliation against those who in good faith, report a violation or possible violation of
law or policy or misconduct. The Company shall take disciplinary or preventive
action as deemed appropriate to address violations of the Code, up to and including
termination of employment. Violations of the Code may also constitute violations of
law, which may result in criminal or civil penalties for the employee. Should an
employee have any doubts in undertaking any new role, assignment or
responsibilities, he should ensure that he fully understands the dos and don’ts of the
job, so as to avoid pleading ignorance when there is a breach or lapse. At the same
time, all employees are required to cooperate fully with authorized internal and
external investigations. Making false (or misleading) statements to Company and
the regulators during investigations can be a criminal act that can result in severe
punishment.
Knowingly withholding information that raises ethical questions and destroying
evidence or records that are potentially relevant to a violation of law or any litigation
or any pending, threatened or foreseeable government investigation is a punishable
offence.

5. Terms of Employment
5.1. Recruitment, Appointment and Probation
5.1.1. Recruitment
Bandhan Financial Services Limited is an equal opportunity employer. The
Company hires solely based on merit and doesn’t discriminate against any applicant
based on race, color, religion, age, sex, disability or any other basis prohibited by the
law.

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 The Company upholds the principle that its growth and development is based on
talent and performance and is therefore committed to providing equal opportunity
for all. It is committed to fair employment practices and strictly follows the policy of
fairness in recruiting, developing, promoting and retaining talents from a diverse
candidate pool.

5.1.2. Appointment
Appointments in the Company can be direct to any grade or by promotion from any
grade. Depending on his / her qualification, experience and length of service, an
employee may be placed, in the appropriate cadre, by the Company, at a salary that
it deems to be proper.
The appointment of new hires will be subject to
 They being found medically fit by a Doctor or a panel of doctors or clinic approved
by the Company. In this regard the findings of the doctor / clinic empanelled by the
Company for the purpose shall be final;
 Satisfactory verification of their character, employment history, antecedents and
other testimonials as per their application;
 Submission of a letter from their present employers within a month from the date of
joining, relieving them unconditionally from their services.
Till such time, their appointments will be provisional.

5.1.3. Medical tests

All the candidates/contractual employee have to undergo specified medical tests
mandatorily.

5.1.4. KYE (Know Your Employee) Check

Every employee joining the Company should be required to undergo person,
address, character and credential verification. KYE check will typically run in
parallel with the candidate’s joining to verify their character, employment history,
antecedents and other testimonials. If any declaration, statement, certificates or
information given by a candidate at any time, is found to be fake, false or untrue, or
if any material information is suppressed, their services are liable to be terminated

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 forthwith without any notice or compensation in lieu thereof at any time during or
even after completion of the probation period.

5.1.5. Probation
All new full-time employees, below the Grade of SVP, will be on probation for the
first (6) months of service. This period may vary across grades and shall be specified
from time to time with prior approval of the Competent Authority. The probationary
period begins on the first day of employment. The probationary period is designed
to provide both the employee and the Company a period in which to determine
whether the employment decision is appropriate. Based on the work, performance
and conduct during the period of probation, and on being found suitable in all
respects, the Company will consider confirming the services of the employee or
extending the probation, in writing. The extension of probationary period can be for
a maximum of 6 months, during which the performance and conduct will be
assessed in quarterly intervals. During the probation period, the employee may
resign by giving a notice of 30 days. Likewise, during the probationary period or
extended period thereof, the Company may decide that the employee is not suited
for the particular position and may terminate the employee by giving 30 days’ notice
or salary in lieu thereof.

6. Leave
6.1. Introduction
Leave is granted to the employees with the intention of providing rest, recuperation
of health and for fulfilling other social obligations. The company recognizes the need
of employees to accommodate their personal needs and therefore requirement to
take time off from work occasionally. However, as far as possible leave must be
planned well in advanced so as far to avoid any possible impact on the Company’s
operations.

6.2. Types of Leave

All employees of the Company are eligible for the following types of leave:
1. Casual Leave
2. Privilege Leave

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 3. Sick Leave
4. Maternity Leave
5. Leave for adoption of Child (in the case of female employees)

The summary of available leave is provided below:

Type of Leave Number of Days Approving Authority
Casual Leave 12 days in a financial year Immediate Supervisor
Sick leave 12 days in a financial year Immediate Supervisor
Privilege Leave 16 days in a financial year Immediate Supervisor
Maternity Leave 26 Weeks Immediate Supervisor
Leave for adoption of child Maximum two months Approved by
(in the case of female Managing Director /
employees) Manager / Whole Time
Director

6.2.1. Casual Leave

Casual leave will be sanctioned by the immediate supervisor. An employee is
entitled for 12 days Casual Leave in a year. Not more than 4 days’ Casual leave may
be availed at any one time. Casual Leaves cannot be taken in conjunction with any
other kind of leaves.
Public Holidays and Sundays falling within the period of casual Leave shall not be
treated as a part of Casual leave. The Total Period of absence in case of Casual leave
should not exceed 6 days if combined with weekly-offs or Holidays. Unavailed
Casual leave shall lapse at the end of the financial year and not carried forward to
the next year.

6.2.2. Sick Leave

An employee shall be eligible for a maximum of 12 days of sick leave in a financial
year. Sick Leave can be attached to privilege leave and maternity leave. However,
an employee who proceeds on leave on medical ground will have to avail of sick
leave first and in case, the employee needs more leave, it may be availed from
privilege leave balance. Requests for sick leave of upto 3 days should necessarily be
supported by a registered medical practitioner’s certificate. Intervening Holidays
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 will be considered as a part of sick leave. Un-availed Sick leave shall lapse at the end
of the year.
Requests for sick leave on full salary over and above 12 days in a year would be
considered in exceptionally deserving cases by the Managing Director / Manager /
Whole Time Director.
The entitlement for Casual and Sick Leave will be credited on an annual basis on
April 1st for employees who join the company in the middle of the year, the casual
and sick leave shall be credited upfront for the residual portion of the year on a pro-
rata basis.

6.2.3. Privilege Leave

Employees of the Company are eligible for 16 privilege leave in a financial year. A
new entrant will not be eligible for availing privilege leave during the first six
months of his/her service, though leave will accrue during this period. Intervening
holidays will be considered as a part of privilege leave. Accrued privilege leave will
be credited on monthly basis. An employee shall normally be required to give
sufficient notice before availing Privilege leave. Privilege leave can be accumulated
up to a maximum of 45 days, beyond which they will automatically be encashed at
the beginning of Financial year. For the purpose computing the components of
salary eligible for encashing Privilege leave, fixed monthly components other than
Location premium 2 will be considered.

6.2.4. Maternity Leave

Female employees who have completed at least 80 days of active service in the
twelve months immediately preceding the date of her expected the date of her
expects delivery eligible for maternity leave, as follows:
1. Leave up to a period of 26 weeks at a time will be granted to a female employee by
way of maternity leave, of which not more than 8 weeks can precede the date of
delivery.
2. Such leave can be taken twice during the entire service period of the employee.

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 3. Female employees who are having two more children will be entitled for leave up
to 12 weeks at a time by way of maternity leave, of which not more than 6 weeks can
precede the date of delivery.
4. In case of miscarriage or medical termination of pregnancy, a female employee shall,
on production of medical certificate acceptable to the Company, be entitled to leave
with pay for a period of six weeks immediately following the day of miscarriage or
medical termination of pregnancy.
5. In case of tubectomy operation, a female employee shall, on production of medical
certificate acceptable to the Company, be entitled to leave with pay for a period of
two weeks immediately following the day of operation.
6. A female employee suffering from illness arising out of pregnancy, delivery,
premature birth of child or miscarriage shall. On production of such proof as may
be acceptable to the company, be entitled, in addition to the period of absence
allowed above, to a leave with pay for a maximum of one month.
7. Maternity leave may be combined with sick leave or privilege leave applied for in
continuation of the former will be granted only if the request is supported by
medical certificate acceptable to the Company.

6.2.5. Leave for adoption of child

Leave may also be granted once during service to female employee who is a mother
with fewer than 2 surviving children, for legally adopting a child who is below one
year of age till the child reaches the age of one year, subject to a maximum period of
(two) months on the following terms and conditions:
1. Leave will be granted for adoption of only one child.
2. The adoption of a child should be through a proper legal process and the employee
should produce the adoption deed to the company for sanctioning the leave.

6.3. An Employee who dies while in Service

Salary and allowances for the period of un-availed privilege leave of an employee
who dies while in service will be paid to his / her legal heirs. As this would involve
production of the necessary legal claim, such as succession certificate, letter of
administration or probate, resulting in considerable hardship to the family of the
deceased employee, the stipulation may be relaxed, where legal complications are
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 not foreseen, and the amount may be paid to the legal heir on the basis of an
indemnity bond with two sureties acceptable to the Company and each good for the
amount involved. The discretion to waive production of legal representation in
individual cases and accept indemnity bond will be with the Managing Director /
Manager / Whole Time Director.

6.4. Unauthorized Absence and Voluntary Abandonment of Service

An employee is expected to duly notify and take approval from the leave
sanctioning authority for availing any kind of leave. In case of unplanned absence
on medical grounds or any other reasons, the employee shall endeavor to notify the
leave sanctioning authority in writing either in person or through a member of the
family along with necessary documents, if any, in support of such absence.

Voluntary Job abandonment may happen when an employee remains absent from
work for long period without approved leave or fails to notify his / her supervisors
of his / her absence from work will be treated as unauthorized if it is availed:
1. Without submitting any leave application.
2. After leave application has been rejected.
3. After the approved leave period has been availed.

During the period of unauthorized absence, an employee will not be:

1. paid any salary, allowances or reimbursements;
2. accrue any kind of leave.

If an employee remains unauthorized absent from work for a period exceeding 15

days it will be deemed as Voluntarily Abandonment of the Services. In such cases,
the Company will have the right to initiate disciplinary proceedings against such
employee, which could lead to his / her dismissal from service. Before doing so, the
Company would attempt to contact the employee who doesn’t show up for work.
Letters should be mailed to the employees last known address asking the employee
to contact the employer within a specified time frame to discuss the matter, in
absence of which the employee will be considered to have voluntarily abandoned

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 the job. Once the employee is terminated, a letter shall be mailed to him / her
advising of the termination due to voluntary job abandonment.
The contract of service shall come to an end when the employee abandons his / her
job.
Where an employee submits a resignation letter and then leaves the Company
without fulfilling the obligations under the resignation process, in spite of the
tendering of resignation letter, it will not be treated as resignation, but as
abandonment of service. The Company will, after a reasonable time, and after
making efforts to recover the notice period salary, etc., issue a letter to the effect that
their absence is treated as Voluntary Abandonment of Service. This letter will be
issued to them in lieu of the relieving order.
7. Other Employee benefits
7.1. Group term life insurance policy
A Group Term Life Insurance Policy has been obtained by the Company for all its
employees. The grade wise sum insured is as under:

Grade Title Basic Life Cover

Executive President and Above
RS. 80 Lakhs
EVP,SVP
VP,DVP RS. 60 Lakhs
AVP RS. 40 Lakhs
Sr. Manager RS. 20 Lakhs
Manager RS. 15 Lakhs
Deputy Manager RS. 12 Lakhs
Assistant Manager and below RS. 10 Lakhs

7.1.1. Salient Features

The Group Term Life has the following features
1. Worldwide comprehensive life insurance cover.
2. Cover for death due to any reasons, natural or otherwise, i.e. terrorist attack, natural
calamity, suicide, etc.
3. Actively at work clause is not applicable.

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 4. The Company has also negotiated and paid for a terminal illness (TI) cover which is
an accelerator to the Basic Life Cover (BLC); eg., If any employee, is certified by a
registered medical practitioner as terminally ill (which means he/she is suffering
from an illness/disease with no further possibility of any cure), then that person will
be eligible for the amount equivalent to the sum insured for life. It is different from
normal BLC in that an employee may not be able to continue work after being
declared as terminally ill. Availing TI will allow the employee to take the benefit,
even if not being able to continue working.

7.1.2. Nomination
Like other terminal benefits, employees have to declare their nominee for the sum
insured under the group term life policy.

7.1.3. Claims/Settlements:
In an unfortunate event of death of an employee, the insurance company, subject to
submission of necessary documents, will hand over the claim amount to the
Company. The Company in turn, will ensure to hand it over to the legal heir/
nominee along with other terminal benefits.

7.2. Group Mediclaim Policy

A Group Mediclaim Floater Policy has been obtained by the Company for all its
employees and their dependents. The grade wise coverage is as under:

Grade Title Coverage

Executive President, EVP and

5 Lakhs
Above

SVP, VP 4 Lakhs

DVP, AVP 3 Lakhs

SM, Manager, DM, AM 2 Lakhs

Executive, Senior Officer,

1 Lakh
Officer

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7.3. 7.3.1 Mobile Phone Bill Reimbursement-
To facilitate communication, mobile phone expenses will be reimbursed every
month, as per the limit set according to employee grades. The limits are:
Grade Title Entitlement Per Month (in INR)
Executive President and above 2000
Executive Vice President/ Sr. Vice
1500
President
Vice President/ Dy. Vice President 1000
Assistant Vice President 750
Sr. Manager / Manager 500
Dy. Manager / Assistant Manager 300
Executive / Sr. Officer / Officer 150

For employees in the grades Assistant Manager and above, the Company may
finalize CUG plans with service providers and provide the facility to the employees.
Only those employees who avail the Company negotiated CUG plan shall be
provided reimbursement of their paid bills, as per their eligibility detailed above or
the actual bill amount, whichever is less.

7.3.2 Landline or Broadband Bill Reimbursement –

The Company shall provide Landline or Broadband reimbursement to employees in the

grade of DVP and above grades. Employees are required to pay their bills obtain
reimbursement every month. The Company will reimburse the amount on actual, subject
to the maximum limit detailed below: -

Grade Title Entitlement Per Month (in INR)

Executive President and above 750
Executive Vice President/ Sr. Vice
750
President
Vice President/ Dy. Vice President 750
Assistant Vice President 750#
Sr. Manager 750#

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 # Employees in the grades of Senior Manager and Assistant Vice President, holding the post of Key
Managerial Personnel, may be provided with Landline or Broadband Bill reimbursement subject to
approval of the Departmental Head recommendation and approval of Human Resources.

7.4. Travel
The Company encourages employees to be thoughtful and to use Company’s
resources ethically while traveling or incurring expenses during official purpose.
The Administration Department shall make all travel and accommodation
arrangements, with the exception of unplanned travel arising due to emergency
situations.

7.4.1. Travel In-station

Actual, reasonable conveyance expenses of employees traveling for official purpose
in any location (home office location or otherwise), shall be reimbursed, if they use
local transport like bus, train, metro, auto / cycle rickshaw, local taxi, call taxi,
whichever is applicable. In the major metros, it is desirable to make judicious use of
public transport. Local transport excludes hotel cars/ rented cars unless prior
approved by the designated reporting authority. No cars or cabs should be rented
for the whole day unless call/local taxis are not available at the location. The
Company will not reimburse conveyance from residence to the work place and also
from the work place to residence.
Employees who are required to travel for office purpose within the city of his / her
posting shall be reimbursed as per rules below:

Grades upto Deputy

All employees in the grades of Manager and Above
Manager

Local transport excluding Local transport whenever possible. Non A.C. taxis
taxis in case of urgent need

7.4.2. Travel Out-station

The eligibility guidelines for employees going on outstation office tour is provided
below:

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1. All employees must obtain prior approval from the Department Head for travel
requisition.
2. Travel reservation must be done through the Administration Department or the
Company empanelled travel agency.
3. Employees requiring air travel must advise the Administration Department or the
empanelled travel agency at least 4 working days prior to the date of travel.
4. All train tickets (including booking done through TATKAL) will either be purchased
by the Administration Department or through travel agents empanelled by the
Company on approval by the respective authority who have approved the travel.
5. Use of own vehicles for outstation travel exceeding one-way road distance of 150
kms is not encouraged unless prior approval is obtained from the concerned
Department Head.
6. These guidelines shall not be applicable for a pre-sanctioned, continuous stay of 15
days or more, in which case “Deputation Guidelines” will be applicable.

Functional and Departmental Heads are accountable for monitoring the individual
travel expenses of all the employees in their respective departments.
The entitlements for Hotel stay is provided below.

Hotel
Per Diem
Accommodation*

(Accommodation & Food

Grade
Allowance – without bills – in
absence of hotel acco.)
(Rs.)

Executive President and

Metro – 7500 Metro – 4000
above

EVP/SVP Non-metro - 6500 Non-metro- 3000

Metro – 5500 Metro – 2000

VP/DVP
Non – Metro -4500 Non-metro -1750

Metro – 3500 Metro – 1750

AVP
Non-Metro -3000 Non-Metro -1500

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 SM/ Metro – 3500 Metro – 1250

Manager Non-metro- 2500 Non-metro- 750

Metro – 2500
DM/AM 500
Non-metro- 2000

Executive, Senior Officer, Metro – 1500

350
Officer Non-Metro 1000

* Hotel accommodation eligibility defined above relates to lodging expenses

excluding taxes.
* Additional 20% for incidental expenses (only for hotel accommodation) include
porter charges, tips within reasonable limits, food (within hotel or outside), laundry
expenses, etc.
* Mumbai, Delhi & Bangalore to have 10% higher cap.
* Employees travelling to branch where accommodation or stay facilities are
available, should avail the same.

Hotel / Guest House booking for all grades of employees is managed by the
Administration Department. Employees travelling to any location and requiring
hotel stay, will be required to inform the Administration Department for making the
stay arrangements. The Administration Department shall make stay arrangements
in empaneled hotel/guest houses as per the respective eligibility. In exceptional
cases, where empaneled hotel or guest houses are not available, Administration
Department shall advise employees to make their arrangements as per their
eligibility.

An advance may be granted to the employee if he/ she so desires. The amount of
advance may be calculated based on anticipated expenses during the period of
travel, which will be recommended by the Functional Head and shall be duly
approved by AD. Any travel advance taken should be settled within 10 days of
travel completion else it shall be recovered from the employee.

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 The travel expenditure claim statement should be accompanied with the following
documents:
1. Original Boarding pass/ Train ticket/ Bus ticket (irrespective of whether the ticket
is booked by office or self).
2. Original Hotel (boarding & lodging) bill along with all supporting material.
3. Copy of travel approval and requisition.
4. Any other document that finance may specifically require.
5. Cost of air/ train tickets booked by the Company is treated as an advance to the
employee till the time the employee submits original boarding pass/ train ticket.
6. Expenses should ideally be submitted within 10 working days of return from travel.
Expenses submitted more than 60 calendar days after the date they were incurred
may not be reimbursed.
7. Short distance travel at the visiting center including travel from station/ airport to
place of stay and travel for official purposes shall be made as per guidelines specified
in Travel – In station. Receipts may be produced where available.
8. Expenditure on alcoholic beverages and cigarettes is not reimbursable as travel
expense.

8. Deputation Guidelines
On account of office exigencies, circumstances may arise wherein employees may be
required to be posted at locations other than their place of normal posting
(headquarters) for a period exceeding 14 days. These are pre-sanctioned tours to be
approved by the Department Head / Companying Operations and further ratified
by Head HR. The employee returns to his / her permanent place of posting after the
period of deputation. The maximum period of deputation at a stretch shall not
exceed 3 months.

8.1. Deputation Allowance

While the Company will arrange suitable lodging facility/ guest house
accommodation for the employee at the place of deputation, the employee will also
be provided a Deputation Allowance to cover expenses towards food, laundry, etc.
as indicated below:

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 Grades (INR per day)

DVP and above 600

AVP and below 400

However, for the purpose of availing Deputation Allowance or Company provided

accommodation upon deputation, only those postings will be considered as
Deputation which involve change of station and where an employee is required to
relocate to his place of deputation.

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9. Separation, Retirement
9.1. Employee Resignation
Employees resigning from the services of the Company will be required to
mandatorily serve a notice period of 90 days if confirmed in service and 30 days if
on probation. However, it is to be noted that the acceptance/rejection of a
resignation request of an employee is at the sole discretion of the Company. Further,
no employee is allowed to submit a resignation during disciplinary action
initiated/pending.

Waiver of the notice period, if any, will be at the discretion of the Reporting
Authority and Head HR. In such an event, the salary equivalent of the notice period
shortfall, if any, after adjusting with PL will be recovered from employee.

In cases involving disciplinary matters and other administrative exigencies, the

Company can unilaterally waive notice period / salary in lieu thereof, and relieve
the employee immediately without compensating the employee for the notice period
waived. This will be at the discretion of HR Department.

Any employee tendering his / her resignation and leaving the Company without
serving the notice period, unless with specific approval of waiver will be treated as
having abandoned the service of the Company, and will be dealt with as per clause
6.2.9 above.
 No leave whatsoever shall be allowed / availed during the notice period. In case any
employee takes leave during notice period such leave will be treated as shortfall in
notice period and the employee will have to either serve or pay compensation for
such shortfall as per the discretion of the Company.
 The PL balance including accrued PL upto the last working day will automatically
be encashed along with the full and final settlement.

In cases where a holiday/ weekend would be the date of the release, the effective
date will be the last working day preceding the holiday/ weekend.

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 All dues to the Company (including income tax dues, etc.) would have to be payable
by the employee on the advice of the HR Department. Employees will be required
to buy back assets provided to them at the written down value plus applicable taxes.
On fulfillment of all resignation formalities, including clearances from various
departments, the Human Resources Department will send a communication
acknowledging acceptance of the resignation with a copy to Reporting Manager of
the employee concerned.

9.2. Employee Termination

Should it be necessary to terminate a confirmed employee because of redundancy,
inability to perform the job satisfactorily or any other reason where the Company
finds, good and sufficient reasons to discontinue the employees’ services, three
months advance notice will be given by the Company. The only exception to this
advance notice policy is the Company's termination of an employee for disciplinary
purposes where neither the notice period nor notice pay in lieu will be applicable.
An employee may be terminated immediately, especially when an employee's
continuing presence on the job may jeopardize the safety of employees or may
seriously disrupt the operation of services or tarnish the image/reputation of the
Company. However, in such case the payment of notice pay will be examined on a
case to case basis.

In both cases of separation (resignation or termination), it is crucial to ensure that

the separating employee takes care of the post-termination obligations, which are as
follows:
1. To hand-over to the Company all files, correspondence, literature, drawings,
records, prepared in the course of the employment or any confidential information
either in written or digital form belonging to the Company.
2. To refrain from any unauthorized access or usage of the Company’s physical and
electronic assets, confidential and financial information.

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9.3. Exit Interview
All employees who are going to be relieved from the services of the Company are
required to have exit interviews with Human Resources Department. For those
employees who are terminated for disciplinary reasons, the exit interview process
may be waived. Information obtained during the exit interview will be treated as
confidential.

9.4. Full and Final Settlement

All dues payable to the employees by the Company, subsequent to separation,
would be payable within a period of 45 days from the date of separation.

9.5. Retirement from Employment and terminal benefits

Every employee shall retire from the Company’s service on the last day of the month
in which they attain the age of 60 years. However, in deserving cases, the Managing
Director / Manager / Whole Time Director will have the discretion to extend the
services of an employee for a further 2 years. In exceptional cases, extension beyond
this period could also be considered with the approval of the Board of Directors of
the Company.

On retirement, an employee will be eligible to claim travelling allowance and

baggage expenses for himself / herself and dependents as if he/she was travelling
on transfer from the last place of posting to the place where he/she proposes to settle
down. Dependents for this purpose will mean spouse, children and parents residing
with and fully dependent on him / her.

On retirement, employees may opt to continue to be covered under Company’s

Group Mediclaim Policy along with their spouse only, for the medi-claim limit, as
applicable at the time of retirement. However, in such case, the premium as
applicable will have to be paid by them, every year at the time of renewal of the
policy.

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9.5.1. Terminal Benefits
[Link].Gratuity
Employees will be eligible for receiving gratuity under Payment of Gratuity Act,
1972, provided they have rendered continuous service for not less than 5 years. The
Managing Director / Manager / Whole Time Director will have the discretion to
sanction additional ex-gratia payment in case of employees who render exemplary
service.

[Link].Leave Encashment
When an employee retires from the Company's service, he shall be eligible to be paid
a sum equivalent to the emoluments of privilege leave balance that he has
accumulated. In addition, if such retirement is in the middle of the financial year,
the Privilege Leave accrued on pro-rata basis till the date of retirement will also be
encashed. (Refer to Paragraph no - 6.2.3)

10. Performance management

Performance management can be regarded as a systematic process by which the
overall performance of an organization can be improved by improving the
performance of individuals within a team framework. It encompasses activities such
as joint goal setting, continuous progress review and frequent communication,
feedback and coaching for improved performance, implementation of employee
development programs and rewarding achievements. The employee's performance
will be measured against the following:
1. Work Performance Results
2. Process Excellence - Inputs which are likely to yield better performance outcomes in
the future
3. Behavioral Aspects- Softer aspects, based on the core values of Bandhan, which
builds a culture conducive to sustainable Company’s performance
The derivates of performance Management system shall include the following:
1. Promotions
2. Identifying Training and Development needs
3. Decision on salary increase and payment of incentive
4. Competency building for career growth
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 5. Providing Feedback & Managing Grievances

10.1. Performance Management Procedure

10.1.1. Define Objectives and Set Goals
The process of setting goals should be a collaborative process between an employee
and his / her manager and should follow widely-used C- S-M-A-R-T framework.

Challenging: The target should be stretched enough that the employee is required to
stay focused on its achievement.

Specific: Well-defined to inform employees exactly what is expected, when, and

how much. With specific goals, managers can easily measure progress
toward goal completion.

Measurable: Provide milestones to track progress and motivate employees toward

achievement.

Attainable: Success needs to be achievable with effort by an average employee, not

too high or too low.

Relevant: You should focus on the greatest impact to the overall Company’s
strategy.

Time-bound: Establish enough time to achieve the goal, but not too much time to
undermine performance. Goals without deadlines tend to be overtaken
by the day-to-day crises.

Objectives should also be fair and equitable when judged across employees with
similar roles and responsibilities. It should also be aligned with the corporate
objective via the job objectives of the supervisor. To the extent possible, goals should
be set for the interim period and year end achievement.

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10.1.2. Identify employee's needs in achievement of goals
An important component of the objective setting process is the identification of the
employee's needs. The achievement of objective is closely linked to the employee’s
ability to perform the tasks. The employee’s needs could be in various ways such as
a training need, additional resource need and so on. The needs have to be identified
via a discussion with the employee, prioritized and action should be taken to
address them.

10.1.3. Appraise the Performance

The performance appraisal process starts with the employee concerned doing a self-
appraisal and the supervisor putting his / her comments and obtaining agreement
of the employee via discussion in an appraisal meeting. For all employees of the
Company, there will be a half-yearly appraisal followed by annual appraisal. The
mid-year feedback process will include feedback on performance and on
competencies with an objective of a mid-course review, to help plan and prioritize
corrective actions for employees to remain aligned to achievement of their
Company’s goals and self-development.

10.1.4. Performance Review Discussion

Performance review discussion is an integral part of the appraisal process and will
include detailed discussion on the performance of the employee vis-à-vis the goals
set and agreed achievement level, which will determine the performance grade of
the appraisee. The Company endeavors to build a central MIS for all budget and
achievement data, as a dashboard to all employees that becomes an input into the
performance management system and promotes fair and transparent appraisal.
Appraisal discussions can also be a platform for sharing qualitative feedback by
immediate supervisors which will help employees to have an insight into their
performance and also identify areas for improvement.

10.1.5. Final Review by the Reviewing Authority

All performance appraisal ratings will be reviewed/ calibrated by a committee to
normalize the ratings.
10.1.6. Use of data for appropriate purposes

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 The performance appraisal data will be retained by the Human Resource
Department (HRD) and will be used as stated in the 'Scope of Performance Review'
process for Promotions, Identifying Training and Development needs, decision on
salary increase and payment of incentive, Competency building for career growth
and for Providing Feedback & Managing Grievances.

10.1.7. Management Approvals on Appraisals

Upon completion of the individual appraisal process, HRD will prepare a summary
of rating for the entire Company, for each department and for each functional area.
It shall also prepare its recommendation for promotions, salary adjustment and
incentive payment across the Company, based on the rating, for approval by the
Competent Authority.

10.2. Grading System

Appraisal ratings shall be based on a 5-point rating scale across the organization
which can be categorized as-
1. Did not meet expectation
2. Often did not meet expectation
3. Met expectation
4. Exceeded expectation
5. Far exceeded expectation
The achievement levels required at each of the above rating will depend on work
performance and may vary every year. Fresh guidelines on the achievement levels
will be issued by HR every year after approval from the designated authority.

11. Amendment of the HR Policy Manual

The Managing Director / Manager / Whole Time Director will be vested with the
authority to amend the HR Policy Manual as and when considered necessary, which
shall be ratified by the Board. The Manual will be reviewed annually by the Board.

Page 58 of 60
 Annexure I
NEW HIRE DECLARATION
Declaration

I, Mr. / Ms.___________________________________________ do hereby declare that:

1) I have read the Company’s Code of Conduct as given in the HR Policy Manual and
understand my obligations as an employee to comply with the principles and
policies outlined therein, including any amendments made by the Company thereto,
from time to time.
2) I am aware that any contravention of the said Code and policies of the Company on
my part shall result in appropriate action as determined by the Company.
3) I also confirm that I will submit details of my assets including movable and
immovable assets whenever required by the Company.
4) Whenever asked to do so, I shall also provide details of all Company accounts held
by me either singly or jointly with other family members.
5) Submission of Asset and Liability Document.
6) Submission of Holding Statement of your investment in equity.

I undertake to
(a) Exercise delegated powers granted to me through the Power of Attorney / Scheme
of Delegation of powers etc. in a bonafide manner with due prudence and diligence
and in the interest of the Company.
(b) Declare any conflicts of interest, as and when it arises during my employment with
the Company, to the Head, Human Resources.

______________________________________
Employee Signature
Name in full
Employee Number
Date of Joining

Annexure II
Page 59 of 60
 LEAVE APPLICATION
To,
____________________________,
Bandhan Financial Services Limited

Subject : Application for Leave

Sir,

I request for sanction of leave for _____________________day/s from ____________________ to

_____________________________ for the purpose of Sick Leave.

Yours faithfully,

……………………………………..
Name : Designation :
Employment Code : Branch : Head Office
Region : N/A Division / Office : N/A

FOR OFFICE USE

PARTICULARS OF EARNED LEAVE A/C
Type Date of Leave Leave Leave No. Balance Date of Remark
of Proceeding Earned at availed of of Joining
Leave of Leave during the Credit Days after
Period From To Leave
PL
CL
SL
(Note: Medical Fitness Certificate is to be enclosed in case of Sick & Maternity Leave)

……………………………………………………………
Signature of Record Keeper
Leave with Pay for ………………………………….. days
Leave without Pay for …………………………….. days

Recommended By Posted in Ledger Folio Sanctioned By

Name : Name :
Designation : Signature of Official Designation :

Page 60 of 60