Compliances & Reporting

Vigil Mechanism Policy

Vigil Mechanism Policy »

1. Preamble :

The Company believes in the conduct of the affairs of its constituents in a fair and transparent manner by adopting highest standards of professionalism, honesty, integrity and ethical behavior.

Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014 provides that the Unlisted Companies which has accepted deposits from Public or the Companies which have borrowed money from banks and Public financial institutions in excess of rupees fifty crores shall establish a vigil mechanism for directors and employees to report their genuine concerns or grievances.

2. Purpose :

The purpose of the policy is to provide adequate safeguards against victimization of Directors and employees who avail of the vigil mechanism and to provide direct access to the Chairman of Board / the Chairman of Audit Committee (as and when Audit Committee is established/ formed) to oversee the vigil mechanism in appropriate or exceptional cases.

3. Definitions :

"Company" means SAVEX COMPUTERS LIMITED.
"Director" means Director appointed to the Board of the Company.
"Audit Committee" means Audit Committee constituted by the Board of Directors.
"Employee" means every employee of the Company, including the Directors in the employment of the Company.
"Whistle Blower" means an employee making a protected disclosure under this policy.

4. Scope :

The Policy covers disclosure of any unethical and improper or malpractices and events which have taken place/ suspected to take place involving:

  • Financial irregularities and frauds
  • Breach of Business Integrity and Ethics
  • Manipulation of Company’s figures/data or statements
  • Actual / suspected Fraud and corruption
  • Abuse of Authority or dominant position
  • Wastage or misappropriation of Company’s money or asset(s).
  • Breach of terms and conditions of employment and rules thereof
  • Deliberate violation of any laws/regulations
  • Gross or Willful Negligence causing substantial and specific danger to health, safety and environment
  • Pilferation of confidential/propriety information
  • Unethical / Immoral Behavior
  • Any other dishonest or unethical act causing substantial damage to the Company or its assets.

Every such disclosure can be termed as "Protected Disclosures".

5. Procedure :

All Protected Disclosures should be reported in writing by the complainant as soon as possible after the Whistle Blower becomes aware of the same and should either be typed or written in a legible handwriting in English.

All Protected Disclosures should be addressed to the Chairman of the Board or Chairman of the Audit Committee of the vigil mechanism.

6. Investigation :

All Protected Disclosures under this policy will be investigated by the Board of Directors or any Committee of Director form for the purpose and as and when the Company establishes the Audit Committee, by the Audit Committee of the Vigil Mechanism who will investigate / oversee the investigations under his authorization.

Such Investigating Committee, if deems fit, may call for further information or particulars from the complainant and at his discretion, consider involving any other/additional Officer of the Company and/or Committee and/ or an outside agency for the purpose of investigation.

The investigation by himself would not tantamount to an accusation and is to be treated as a neutral fact finding process.ion.

The investigation shall be completed normally within 90 days of the receipt of the protected disclosure and is extendable by such period as the Board of Directors / Audit Committee deems fit.

If any member of the Board of Directors / Audit Committee is having any conflict of interest with the matter shall disclose his / her concern / interest forthwith and shall not deal with the matter and any other disinterested members of the Board of Directors / Audit Committee shall deal with the matter.

7. Decision And Reporting :

If an investigation leads to a conclusion that an improper or unethical act has been committed, the Committee formed for the purpose, if any / Audit Committee shall recommend to the Board of Directors of the Company and if the investigation is carried by the Board of Director, they shall decide to take such disciplinary or corrective action as it may deem fit.

Any disciplinary or corrective action initiated against the subject as a result of the findings of an investigation pursuant to this Policy shall adhere to the applicable personnel or staff conduct and disciplinary procedures.

Board of Directors of the Company will be regularly updated on the progress of the matter in case of any events reported under this mechanism until the same is disposed off.

A complainant who makes false allegations of unethical & improper practices or about alleged wrongful conduct of the subject to the vigilance officer shall be subject to appropriate disciplinary action in accordance with the rules, procedures and policies of the Company.

8. Protection :

No unfair treatment will be meted out to a Whistle Blower by virtue of his/ her having reported a Protected Disclosure under this policy. Adequate safeguards against victimization of complainants shall be provided. The Company will take steps to minimize difficulties, which the Whistle Blower may experience as a result of making the Protected Disclosure. In exceptional or appropriate cases, Whistle Blower can directly approach to the Chairman of the Board.

The identity of the Whistle Blower shall be kept confidential to the extent possible and permitted under law. Any other employee assisting in the said investigation shall also be protected to the same extent as the Whistle Blower.

9. Retention Of Documents :

All Protected Disclosures in writing or documented along with the results of investigation relating thereto which has been proved shall be retained by the Company for a minimum period of five years. Other Protected Disclosures may be destroyed at the end of the financial year.

9. Amendment :

The Company reserves its right to amend or modify this Policy in whole or in part, at any time without assigning any reason whatsoever. The Board of Directors / Audit Committee will also review the Policy and suggest amendments to make it responsive and relevant to the changing times. However, no such amendment or modification or establishment will be binding on the Employees unless the same is notified to the Employees in writing or updated on the website of the Company.

CSR Policy

CSR Policy

Policy that defines Company’s philosophy for delineating its responsibility as a Corporate Citizen and lays down the guidelines and mechanism for undertaking socially useful programs for sustainable development and welfare of the community at large.

CORPORATE AND SOCIAL RESPONSIBILITY POLICY
OF
SAVEX TECHNOLOGIES PRIVATE LIMITED

Corporate Social Responsibility (“CSR”) is defined as the integration of business operations and values, whereby the interests of all stakeholders including investors, customers, employees, the community and the environment are reflected in the company's policies and actions.

Any Organization operates in Social Environment and the Corporate Social Responsibility (“CSR”) is the ways and means through which the Corporate can repay the Obligations which the Society has made by contributing the resources in its various forms as required for the efficient operation of the Business. Corporate Social Responsibility is strongly connected with the principles of Sustainability and Social Welfare. An organization should make decisions based not only on financial factors, but also on the social and environmental consequences. Therefore, it is the core corporate responsibility of Savex Technologies Private Limited to practice its corporate values through its commitment to grow in a socially and environmentally responsible way, while meeting the interests of its stakeholders.

This Statement demonstrates commitment of Savex Technologies Private Limited to Corporate Social Responsibility through which the Company aim to align business values, purpose and strategy with the needs of the society as a whole in which the Company operates, whilst embedding such responsible and ethical principles into everything the Company do.


Guiding Principles :

“Savex Technologies Private Limited” is vigilant in its enforcement towards corporate principles which the Government of India has mandated through Companies (Corporate Social Responsibility) Policy, 2014 and is committed towards sustainable development. The company endeavors to make CSR a key business process for sustainable development. It constantly strives to ensure strong corporate culture which emphasizes on integrating CSR values with business objective. It also pursues initiatives related to quality management, environment preservation and social awareness.

Definitions :

Board means Board of Directors of the Company.

Corporate Social Responsibility (CSR) means and includes but is not limited to:-

1) Projects or programs relating to activities specified in Schedule VII to the Companies Act, 2013 or any amendment, modification, clarification thereof made by the Ministry of Corporate Affairs (MCA) from time to time; or

2) Projects or programs relating to activities undertaken by the Board of Directors of the Company in pursuance of the recommendation of the CSR Committee and approved by the Board as per this policy.

CSR Committee means Corporate Social Responsibility Committee constituted by the Board pursuant to section 135 of the Companies Act, 2013 and rules made there under.

Company means Savex Technologies Private Limited.

Net Profit means the net profit of the Company as per its financial statement prepared in accordance with the section 198 of the Companies Act, 2013 and other applicable provisions, but shall not include the followings, namely:-

  1. Any profit arising from any overseas branch or branches of the Company, whether operated as a separate company or otherwise, and
  2. Any dividend received from other companies in India, which are covered under and complying with the provisions of section 135 of the Companies Act, 2013.
Words and expressions used in this policy and not defined herein but defined under the Companies Act, 2013 or rules made there under shall have the same meanings respectively assigned to them.

Commitment:

The Company is committed to:

  • Continuous improvement in our Corporate and Social Responsibility (CSR) strategy.
  • Encouraging our business partners to strive for matching performance.
  • Acting in a socially responsible way.
  • Supporting a number of local communities and social / charitable causes.
  • Continually improving our performance and meeting all relevant legislation.
  • Encouraging our staff to be mindful of the effect of their actions on any natural resource.

Purpose and Aims:

  • The purpose of the policy is to make clear to all stakeholders what we mean by CSR and how we propose to work towards achieving it. The CSR policy applies throughout all the activities undertaken in the organization and governs our approach to all our activities.
  • In implementing this policy we aim to:
    • Be responsible.
    • Be an exemplar of good practice.

Eligible areas of CSR under the Companies Act, 2013:

  • Eradicating hunger, poverty and malnutrition, promoting healthcare including preventive healthcare and sanitation including contribution to the Swatch Bharat Kosh set up by the Central Government for the promotion of Sanitation and making available safe drinking water;
  • Promoting education, including special education and livelihood enhancement projects and employment enhancing vocation skills especially among children, women and elderly.
  • Promoting Gender Equality, empowering Women, setting up Homes and Hostels for Women and Orphans, setting up old age homes, day care centers and such other facilities for senior citizens and measures for reducing inequalities faced by socially and economically backward groups.
  • Protection of national heritage, art and culture including restoration of buildings and sites of historical importance and works of art; setting up public libraries; promotion and development of traditional arts and handicrafts.
  • Ensuring environmental sustainability ecological balance, protection of flora and fauna, animal welfare, agro forestry, conservation of natural resources and maintaining quality of soil, air and water including contribution to the Clean Ganga Fund set up by Central Government for rejuvenation of River Ganga.
  • Measures for the benefit of armed forces veterans, war widows and their dependents.
  • Training to promote rural sports, nationally recognized sports, Paralympics sports and Olympic sports.
  • Contribution to the Prime Minister's National Relief Fund or any other fund set up by the Central Government for socio-economic development and relief and welfare of the Scheduled Castes, the Scheduled Tribes, other backward classes, minorities and women.
  • Contributions or funds provided to technology incubators located within academic institutions which are approved by the Central Government.
  • Rural development projects and Slum area Development.
  • Contribution to Prime Minister Relief Fund or Chief Minister Relief fund.
  • To contribute such other cause as may be permitted under Provisions of Companies Act, 2013 and rules made there under.

Provided that, the any projects and programs or activities that benefit only the employees of the Company and their relatives shall not be considered as CSR activities.

Also, the CSR activities undertaken in India only will be taken into consideration, in order to satisfy the requirement of section 135 of the Companies Act 2013.

Implementation process:

Stage I: Constitution and composition of the CSR Committee:

The CSR initiatives/activities of the Company will be identified and initiated by the CSR Committee comprising of 3 (three) or more members of Board. At present the following Directors are members of the CSR Committee:

  1. Mr. Anil Jagasia - Chairman
  2. Mr. Jayant Goradia - Managing Director
  3. Mr. Devang Pandya - Whole Time Director

The members of the CSR Committee shall elect one of them as the Chairman of the Committee. The CSR Committee shall recommend to the Board the amount of expenditure with any Annual Action Plan to be incurred by the Company on CSR activities and the Board will ensure that the activities as are included in the CSR Policy are undertaken by the Company subject to and in accordance with the provisions of section 135 of the Companies Act, 2013 and rules made there under (as amended from time to time). The composition of CSR Committee shall be disclosed in the Board’s report.

Stage II: Scope of the CSR Committee:

The CSR Committee has been set up to:

  • Formulate and recommend to the Board an Annual Action Plan as per the CSR Policy, which shall indicate the activities to be undertaken by the Company as detailed in the Section 135 read with Schedule VII to the Act and rules made there under from time to time.
  • Recommend the amount of expenditure to be incurred on the activities referred to in the CSR Policy.
  • Monitor the CSR Policy from time to time.

Stage III: Corpus of Funds:

  • The Company will constitute Corpus of Funds or earmark amount to be spent on CSR activities which will be utilized for the Eligible CSR Activities under the Supervision and Guidance of CSR Committee of the Board of Directors of the Company.
  • The Company will contribute and spend at least 2% of the Average Net profits of the Company made during the three immediately preceding Financial Years or such higher amount as may be recommended by the CSR Committee from time to time in such projects / activities as may be determined by the CSR Committee in pursuance of this Policy Statement.
  • If the Company creates separate corpus, till the time of Actual Utilization of the Funds lying the Corpus, if any, the same may be parked in such profitable avenues as may be decided by the CSR Committee from time to time.
  • Any Surplus arising out of the CSR Projects / programs / activities or on Parking of CSR Funds in such profitable avenues as may be determined by the CSR Committee as aforesaid will not be merged with the Business profits of the Company and shall be exclusively used for the Eligible CSR Activities.
  • If in case the Company fails to spend such amount, the Board shall, in its report made under clause (o) of sub-section (3) of section 134 of the Companies Act 2013, specify the reasons for not spending the prescribed amount, and, unless the unspent amount relates to any ongoing project, transfer it to a Government notified fund under Schedule VII.

Stage IV: Modalities of execution of CSR Projects and Utilization of Funds:

The modalities of the execution of the CSR projects or programs and their implementation along with the monitoring process of such projects or programs will be as decided by the CSR Committee. Broadly the CSR Activities can be undertaken by the Company through any of the following mode:

  • By Contributing to the Registered Trust or the Registered Society having an established track record of the preceding three financial years for Undertaking the Eligible CSR Activities;
  • By Contributing to the Prime Minister's National Relief Fund or Chief Ministers Relief Fund or any other fund set up by the Central Government for socio-economic development and relief and welfare of the Scheduled Castes, the Scheduled Tribes, other backward classes, minorities and women;
  • By Contributing to Swatch Bharat Kosh set up by the Central Government for the promotion of Sanitation or by making contribution to the Clean Ganga Fund set up by Central Government for rejuvenation of River Ganga;
  • Through the Company established for the Charitable and such other purposes under Section 25 of the Companies Act, 1956 or Section 8 of the Companies Act, 2013;
  • By Collaborating with such other Companies which is undertaking the same or similar CSR Activities as may be decided by the CSR Committee of the Company from time to time for the purpose of having synergy of resources for the better social upliftment of the Society.
  • By making direct contribution / expenditure on eligible CSR activities.

Stage V: Implementation Schedule:

  • Each CSR contribution / activities / Projects / Spent will be undertaken in the Supervision and Guidance of CSR Committee of the Board.
  • Unless the Contribution be made in the Prime Minister’s National Relief Fund, Swach Bharat Kosh, the Clean Ganga Fund or such other recognized Funds of Central Government or State Government, the CSR Activities / Projects will be undertaken in the phased manner as may be determined by the CSR Committee from time to time considering the nature of activity to be undertaken at the relevant point of time.

Stage VI: Compliance, Monitoring and Reporting:

  • Each Director or CSR Committee member is responsible for ensuring that the principles set out in this policy are communicated to understood and observed by all employees and for ensuring compliance in their area of responsibility.
  • When the CSR projects are undertaken by contributing the CSR Funds in the Registered Society or through Registered Trust or by undertaking a joined projects with any other Organization carrying on the same / similar CSR Activities, then the periodical follow up measures and /or periodical visit to such sites supported by the progress report as received from the said Society / Trust be placed before the CSR Committee;
  • The report of the Board of Directors of the Company shall include CSR activities in the prescribed format and the Company shall also display the CSR policy on its official website, if any.

Some of the CSR projects and activities undertaken

(1) (2) (3) (4) (5)
Sr. No. CSR project or activity Sector in which the project is covered State where projects or programs was undertaken Amount spent: Direct or through implementing agency
1 Rotary Club of Deonar–Adult Literacy & Happy Education Project to Underprivileged. Education Maharashtra Agency
2 Rajkot Cancer Society- Curing of Cancer HealthCare Services Gujarat Agency
2 Amar Shaheed Hemu Kalani Yadgar Mandal HealthCare Services Maharashtra Agency
4 Helping Hands of Rotary Bombay HealthCare Services Maharashtra Agency
5 Diganta Swaraj Foundation-Epidemic arising out of Covid 19 HealthCare Services Maharashtra Agency
6 V-Kare Charitable Trust CSR Purpose Maharashtra Agency
7 Indian Chamber of Commerce & Industry Rehabilitation Centre Kerala Direct


CSR Activities

CSR Activities

Annual Returns

Annual Return 2020-21