Our persistent pursuit to achieve higher standards in governance sets us apart. We believe good governance is the cornerstone of a sustainable business, with an unwavering commitment to integrity, fairness, equity, transparency, and accountability.
Our reputation as an ethical and trustworthy Company is our most important asset. We believe that consistently focusing on good governance and applying the highest ethical practices in all our activities enables us to uphold the trust of our stakeholders.
At Tata Communications, Corporate Governance is about meeting our strategic goals responsibly, while being accountable to our stakeholders. We have deployed a robust governance framework that takes into account the long-term interests of every stakeholder. The framework lays down procedures and mechanisms for enhancing leadership for smooth administration and productive collaboration among employees, value chain, community, investors, and the government.
Board of Directors
The Board, among other functions, provides oversight on Tata Communications’ long-term business objectives, organisational strategy and risk management, and overseeing stakeholders interests. The Board, through a well-defined responsibility framework, is instrumental governing the affairs, operations, strategy and performance of the Company. As of 31st March 2021, the Company had six directors-one executive and five non-executive. Two of the Company’s directors were independent directors and two were nominees of the Government of India.
Board Committees
The Board has constituted certain committees which focus on specific areas of governance including financial reporting, stakeholder relationship and corporate social responsibility amongst others. These committees review and evaluate matters placed before them and make recommendations to the Board for its consideration and approval. The Statutory Committees constituted by the Board of Tata Communications Limited are:
Board Experience
Board age profile
Board diversity
For more information on committees, Annual Report 2020-21
Ethics and transparency
At Tata Communications, adherence to legal and ethical behaviour is non-negotiable. We have an established compliance framework and ethics are embedded in the culture of the organisation. We have adopted a full suite of compliance policies intended to ensure the highest standards of compliance with applicable laws.
Ethics and integrity
We believe in conducting ourselves with
honesty and integrity, both within and outside
the workplace. Strong governance ensures
the hardwiring of ethics and integrity into
our system. It is a reflection of our culture,
values, beliefs and commitments. Inspired by
the 150-year-old legacy of the Tata group, we
always strive to live up to the Tata Code of
Conduct. The Tata Code of Conduct (TCOC)
and the Leadership of Business Ethics (LBE)
framework remain the cornerstones of the
group’s collective commitment to ethical
business conduct to protect and strengthen
the brand. We continued to participate in
the Annual Ethics Survey conducted by
the group. Owning to the strong ethics
and integrity practices implemented in the
company, we scored highest rating- Advanced
for all the four pillars of the LBE framework
namely, Leadership, Compliance Structure,
Communication & Training, and Measurement of
Effectiveness for
FY 2019-20 and FY 2020‑21.
Compliance
Our Board of Directors and senior management work assiduously to ensure regulatory, statutory and legal compliance in our processes, systems and operations. We abide by all applicable international and national laws and uphold the global standards of transparency and accountability. During the reporting period, no significant fines or non-monetary sanctions for non-compliance were imposed on the Company; nor have there been any legal actions regarding anti-competitive behaviour or violation of anti-trust or monopoly legislation.
Policies and standards
We have developed policies for our businesses aligned with our Group policies, values and principles. The overall effect of these governance policies is to ensure a consistent legal and ethical behaviour across the organisation. Our policies continuously evolve with the prevailing regulation and through interactions with stakeholders.
Some of the key policies we have devised include:
Anti-corruption policy
As with any multi-national company, operating on a global scale, Tata Communications may be exposed to corruption risks from time to time. We have comprehensive policies and procedures in place addressing anticorruption, anti-bribery and the prohibition of facilitation payments. Such policies and procedures are applicable to the Company, its subsidiaries, all employees, and third parties. Our anti-corruption policy and procedures are communicated to the Board, all Global Management Committee (GMC) members and business partners across the globe.
We also have a due diligence process in place, which outlines the screening and awareness process that we must follow before engaging any third-party intermediary. In FY 2020-21, zero cases of corruption were reported or came to our notice. Further 92% of full-time employees undertook training on Tata Code of Conduct and Dignity at Workplace followed by an examination.
We also have a Corporate Hospitality & Gifts (CH&G) policy. Any exchange of benefits under the CH&G Policy requires approvals from senior management and there are specific thresholds and caps on the amount that requires strict adherence.
92%
Employees undertook training on Tata Code of Conduct and Dignity at Workplace
Whistle-blower policy
Our whistle-blower policy enables employees, customers and third-party intermediaries to disclose complaints related to violation of the Tata Code of Conduct and any unethical behaviour confidentially and anonymously without any fear of retaliation, discrimination or any other adverse effect on their employment. In FY 2020-21, we received 48 complaints (includes 22 complaints which are under investigation) out of which 13 complaints found to be valid and duly acted upon.
Prevention of sexual harassment charter
We have zero tolerance for sexual harassment
and have adopted a charter on prevention,
prohibition and redressal of sexual harassment
in line with the provisions of the Sexual
Harassment of Women at Workplace
(Prevention, Prohibition and Redressal)
Act, 2013. In FY 2020-21 (as on March 31,
2021), the Company received four sexual
harassment complaints of which three
complaints were redressed with appropriate
actions. Investigation for one complaint,
received in February 2021, is in progress as of
March 31, 2021.
Global Dignity in the Workplace Policy
Our policy to ensure respect for all individuals without any bias is applicable across borders. For more details on the policy, refer the Human Rights section on page 47 in this report.
Global Competition Policy
An essential part of the ethics framework is the Global Competition Policy that provides a broad overview of competition laws and guidance on the types of situations that employees need to be aware of from a competition law perspective.
Advocacy and public policy
We engage with governments and regulators in public policy discussions to share our views and the perspectives of our clients, employees and communities on issues relevant to our business. We aim is to provide the industry with highly specialised knowledge and key insights.
We participate in stakeholder consultations with the Department of Telecommunications (DoT) (India), Telecom Regulatory Authority of India (TRAI) and also interact with industry associations like Federation of Indian Chambers of Commerce and Industry (FICCI) and Internet Service Providers Association of India (ISPAI) and relevant ministries. This year, DoT sought opinions from stakeholders with respect to its draft guidelines for the registration process of M2M Service Providers (‘M2MSP’) and WPAN/WLAN Connectivity Provider for M2M Services in April 2021. We have, accordingly, submitted our response.
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Board of Directors