CODE OF CONDUCT AND ETHICS

QUESS STAFFING SOLUTIONS

 Quess Code of Conduct and Ethics
NO INDEX PAGE
1 INTRODUCTION 3
2 OBJECTIVE 3
3 PURPOSE 4
4 SCOPE AND APPLICABILITY 4
5 THE STANDARDS OF CORPORATE GOVERNANCE 4
6 EMPLOYMENT BY CHOICE 4
7 SALARY BENEFITS 5
8 WHOLE TIME AND ATTENTION 5
9 CONFIDENTIALITY OF INFORMATION 6
10 INFRACTIONS OF CODE 6
11 DEMONSTRATION 7
12 PROTECTING CLIENT’S PROPERTY AND ASSETS 7
13 MANAGING PERSONAL FINANCES 8
14 COMMUNICATION WITH PRINT & SOCIAL MEDIA 8
1 PRINT MEDIA
2 SOCIAL MEDIA
15 POLITICAL ACTIVITIES AND CONTRIBUTIONS 9
16 CHARITABLE CONTRIBUTIONS, CIVIC ACTIVITIES & SPONSORSHIPS 9
PARTICIPATING IN TRADE ASSOCIATIONS, CONFERENCES AND SPEAKING
17 ENGAGEMENTS 10
18 HANDLING BUSINESS OPPORTUINITIES 10
19 UNDUE INFLUENCE 10
20 HARRASMENT AND DISCRIMATION 10
1 SEXUAL HARRASMENT
21 LENDING TRANSACTION 11
22 CONFLICT OF INTEREST 11
23 INTEGRITY OF FINANCIAL INFORMATION 13
24 ALCOHOL AND SUBSTANCE ABUSE 13
25 FRAUD 13
13
26 OTHER APPLICABILITY OF POLICY 14
27 COMPLIANCE WITH LAWS AND AGREEMENT 16
28 MISCONDUCT AND NON-CONFORMANCE WITH THE POLICY 16
29 REPORTING OF VIOLATIONS OF THE CODE 17
30 ACCOUNTABILITY 17
1. Introduction
Quess Corporation is committed to ensure that its business is conducted, in all respects and all the time,
according to rigorous ethical, professional and legal standards, which prevail from time to time, in the
same industrial sector in which Company conducts its normal business. The Company is also committed
to create a workplace, at all of its working locations, that, all the times, is free from harassment and
discrimination, where co-workers are respected, and provided an appropriate environment so as to
encourage good performance and conduct.
2. Objective
This Code of Conduct and Ethics is a statement of the Company’s commitment to integrity and the
highest standards of ethical practices. It defines the standards of conduct that is expected of all
employees in order that the right decisions are taken in performing roles and responsibilities across
various functions in the Company. The Code is intended to be the charter for day-to-day work to enable
employees to make the right decisions and, therefore, serves to:
1. Underline the fundamental commitment to compliance with regulatory guidelines and laws of
the land
2. Set forth basic parameters of ethical behavior
3. Establish a system for detection and reporting of known or suspected ethical or violations of
regulation.

The company’s core values have been articulated as: Customer Centricity, Ethics, Transparency,
Teamwork and Ownership and these define the way we deal with various stakeholders like customers,
employees, regulators and shareholders.
The Code and other related policies cannot anticipate every issue in granular detail. Answers to
questions involving ethical considerations are often neither easy nor clear-cut. You should understand
and abide by both the spirit and the letter of the policies and standards in the Code. Some key aspects
that you should keep in mind are:
1.Ensure that you have all the facts
2.Where there is shared responsibility, discuss the issue with the other colleagues involved.
3.A basic responsibility is to discuss the problem with your supervisor.
4.However, in case you are uncomfortable discussing the matter with your supervisor, discuss it with
your Department Head, Unit Head/Branch Head or the Ethics Officer.(The Whistleblower Policy has
also detailed the process for referring matters to designated officials/bodies).
5.In case of an issue that appears ambiguous, ask yourself if your action is consistent with the Code or
other policies.
Inappropriate, wrongful, or unethical behavior by any employee, supervisor, customer, supplier or other
third party can significantly compromise the reputation of the Company. Such issues must, therefore, be
reported immediately. It is your responsibility, therefore, to report concerns or questions relating to
unethical behavior, malpractices or apparent violations of law and regulation that you perceive in your
workplace. If such behavior appears to conflict with this Code, you must promptly inform the following
officials or entities.
1. Supervisor or the Department Head as appropriate
2. Human Resources representative
3. Designated contacts under a specific policy or procedure
No action will be taken against anyone for reporting ethical violations in good faith or participating or
assisting in the investigation of a suspected violation of the Code of Conduct. Any act of retaliation
against a person who reports such transgressions, malpractices etc. would tantamount to a violation of
the Code of Conduct and Ethics of the Company.
3. Purpose
This Policy aims to provide guidance to all Employees of the Company on how and in which manner
should the conduct of Employees be when they are undertaking business on behalf of the Company.
The circumstances of conducts as set out below in this Policy, although not exhaustive, are intended to
cover those situations, which are most likely perceived to be encountered by Employees. In case any
Employee encounters any circumstance, which is not covered hereunder or in case of any doubt,
Employees should seek guidance from the Reporting Manager and/or from the Human Resource
Department and act accordingly.
A breach of the Policy may result in disciplinary action against the Employee concerned including,
potential dismissal or termination of employment.
4. Scope and Applicability
This Policy applies to all the Employees of the Company. Employee shall mean all individuals on full-
time or Part Time, with Permanent, Probationary, Trainee, Retainer, Temporary or Contractual
Appointment with the Company.
In this document, wherever the term Company is used, it means & includes employer company as well
as client company where the employee is deployed.
If a business location or region has policies, practices, laws or regulations that require more than what is
stated in this Policy, then the Employees must follow this policy as a minimum and comply with such
policies, practices, laws, or regulations in that particular region/ country; Business units and locations
are responsible for ensuring that their location specific policies and practices are consistent and in
compliance with this Policy.
The Company may revise/modify/amend this Code from time to time and any such revisions/
modifications/amendments made, shall mutatis mutandis, apply to althea Employees of the Company
and all the Employees shall be accordingly bound by the same.
5. The Standard of Corporate Governance
Every employee is required to act in good faith, responsibly, with due care, competence, and diligence,
without misrepresenting material facts or allowing one’s independent judgment to be subordinated.
Employees shall share knowledge and maintain skills important and relevant to organizational needs.
Employees shall promote ethical behavior as a responsible partner among peers, and in the work
environment.
Act in accordance with the highest standards of personal and professional integrity, honesty and ethical
conduct, while working in the Company’s premises, at offsite locations where the Company’s business
is being conducted, at Company sponsored business and social events or at any other place where
employees are representing the Company.
6. Employment by Choice
The company does not practice Forced Labor. (This includes transporting, harboring, recruiting,
transferring or receiving vulnerable persons by means of threat, force, coercion, abduction or fraud for
the purpose of exploitation.)The company does not charge or ask for money from any prospective job
seeker or selected candidate towards gaining employment with the esteemed clients. Employees in the
organization are not obligated to surrender any government-issued identification, passports, or work
permits as a condition of employment. Facility respects the rights of their employees to freely associate
and Management will not interfere in any way. Employees are given liberty to express their written
opinion and share their thoughts to the Top Management.
The company does not entertain child labor; precisely the company will not create an employment
opportunity for a juvenile. The minimum age requirement to apply for a position is set to be 18 years.
7. Salary and Benefits
Employees at Quess are notified about their compensation at the time of employment. The offer letter /
appointment letter / letter of employment issued to employees communicate the salary break-up. The
compensation details comply with all applicable wage laws, Minimum wages, over time payments, and
other mandated benefits.
The company believes that pay summary contains highly confidential information. The company does
not disclose the pay details to any interested parties without a prior consent of the employee.
8. Whole Time and Attention
All Employees shall devote their time and their best efforts to promote the Company's business and may
not without the prior written consent of the Company engage or be interested in (whether directly or
indirectly) in any other business, employment or vocation for pecuniary gain.
The company fully respects its employees’ private life but expects employees to avoid situations that
could result in a conflict between their personal interests and those of the Company’s. An employee’s
personal interests should never influence his/her business judgment or decision-making on behalf of the
company
Some of the areas of conflict are listed below –
Personal Interest/Outside Engagement:
An employee shall not take or hold a personal financial interest in a transaction in which it is known that
the company is or may be interested.
While working for the company an employee shall neither hold a second job nor any type of business
relationship with a Supplier, Customer or Competitor of Quess Corp.
The following situations must be disclosed:
Employee or a family member acts as an official or as an advisor to any governmental agency which has
regulatory or supervisory power over the company
Ownership held by employee or a family member is a Supplier, Customer or a Competitor of the
company
Membership of employees or a family member on Board of Directors or similar body of an external
organization.
Employee or any family member serves as director, trustee, officer or consultant in a charitable,
volunteer or civic organization which has a business relationship with the company.
If Employee is arrested or having any pending charges or is witness to any unlawful event.
9. CONFIDENTIALITY OF INFORMATION
As a result of employment with the Company, Employees may be entrusted with confidential
information about the Company and/or its affiliates, its customers and suppliers.
During the continuance of service with the Company or any extension thereof and even after the
cessation of employment with the Company by any reason whatsoever, employees shall protect and will
not disclose, all confidential information that may come in their possession or knowledge by virtue of
their employment with the Company and shall use such information only as may be required in the
normal course of their employment; and shall not, except in the proper course of their duties, publish,
disclose, patent, copyright any confidential information to any person or entity or make any use of such
information for their own purpose or for any other purpose whatsoever.
10. INFRACTIONS OF CODE
The client has “zero tolerance” policy for any violation of the Code of Conduct. This means that when
an occurrence of a violation has been verified, appropriate action commensurate with the nature and
pervasiveness of the violation will be taken. Employees who violate the Code may be subject to
disciplinary actions. Any violation of the code of conduct would constitute an act of misconduct for
which disciplinary action may be taken by the Client against an employee, which may include dismissal
from service or any other appropriate action as deemed fit by the Client, without any obligation or
responsibility/liability on its part and which shall be binding on such employee. The Client has the right
to take appropriate action against an employee, who has committed violation of the Code of Conduct
during his/ her employment, but which has come to knowledge of the Client after his/ her separation
from the Client. Further, it also reserves the right to recover the cost of damage / expenditure incurred
by the Client from such an employee. The Client also reserves the right to take appropriate disciplinary
action which may include dismissal from service or any other appropriate action as deemed fit by the
Client for any offence committed that is violation of law or acceptable standards of responsible
behavior.
i. Sending or posting discriminatory, harassing or threatening messages or image through the
client’s internal mails and internet.
ii. Using the client’s time and resources for personal gain.
iii. Stealing, using or disclosing someone else’s code or password without authorization.
iv. Copying, pirating or downloading software and electronic file without permission.
v. Engaging in unauthorized transactions that may incur a cost to the organization.
vi. Participating or doing any activity that could damage the client’s image or reputation.
 vii. Participating in the viewing or exchange of pornography or obscene materials.
viii. Attempting to break into the computer system of another organization or person.
ix. Refusing to cooperate with an investigation.
x. Sending or posting chain letters, solicitations, or advertisements not related to business purposes
or activities.
xi. Using the client’s internet/intranet for prompting political causes or activities, religious
activities, or any sort of gambling.
xii. Sending anonymous e-mail message.
xiii. Engaging in any other illegal activities.
xiv. Working under the influence of alcohol or illegal drugs.
xv. Fighting or threatening violence in the workplace.
xvi. Spreading rumors and un-authenticated information.
xvii. Use of foul language (including verbal) in the workplace.
xviii. Negligence or improper conduct leading to damage client or customer-owned property.
xix. Insubordination or other disrespectful conduct with colleagues, customers etc.
xx. Violation of safety or health rules.
xxi. Smoking in the workplace at non-designed areas.
xxii. Possession of dangerous or unauthorized materials, such as explosives or firearms.
xxiii. Excessive absenteeism, overstaying leave or leaving workplace without permission or any
absence without notice.
xxiv. Unsatisfactory performance or conduct.
xxv. Refusing reasonable directions including moderate changes in responsibilities that may from
time to time be given on account of business necessity and exigencies.
xxvi. Participation in any demonstration against the client or its officials.
xxvii. Violation of any of the provisions of the security policy including IT security policy of the
client.
xxviii. Failure to perform duties with outmost integrity, honesty and diligence.
xxix. Failure to avoid indebtedness in any manner while in service.
xxx. Submitting and claiming false bills or reimbursement.
xxxi. Misuse of the client’s vehicle for personal journey.
xxxii. Violation the client’s Dress Code.
xxxiii. Drunk driving or driving under the influence.

11. DEMONSTRATION:
No employee shall engage / take part in any demonstration which is prejudicial to the interests of the
sovereignty and integrity of Integrity, the security of the state, friendly relations with foreign states,
public order, decency or morality, or which involves contempt of court, defamation or incitement to an
offence.
12. PROTECTING CLIENT’S PROPERTY AND ASSETS
Any property and assets of the client, whether tangible or intangible in use which may be used for the
approved purposes. It should be used responsibly for professional and legitimate business purposes and
not for personal gains. Assets are inclusive of cash, funds, securities, physical property, professional
services, internal plans or business strategies, client and employee information, supplier details,
distributor information, equipment’s , company logo and brand, office supplies and other personal,
proprietary and confidential information. The Client reserves right to intercept, monitor and record your
communication on the client’s system in accordance with the law of the land. Client's property must not
be borrowed, loaned, or disposed of, except in accordance with appropriate Clients policies. One must
protect the client’s assets and ensure its efficient use for legitimate purposes only. Any suspected fraud
or theft of the client’s property must be reported for investigation immediately.

13. MANAGING PERSONAL FINANCES:

As a financial institution, the client’s business depends on public confidence in our ability to help
manage the financial affairs of others. In general, your personal finance are private. However because
you represent the client, it is important that you manage your personal finances in an appropriate and
prudent manner, avoiding instances of excessive indebtedness or bankruptcy. Any improper handling of
your personal finance could undermine your credibility and the client’s. It could also cause others to
question your decision-making on the job. You must refrain from any personal financial transaction with
fellow employees, customers or suppliers, whether borrowing or lending. You must not lend personal
funds to co-sign, endorse, guarantee, or otherwise assume responsibility for the borrowings of any
customer or vendor of the Client unless the customer or vendor is a family member, other relative, or
close personal friend and the personal or family relations, and not the company’s business, is the basis
for the transaction. For the purpose of this Rule “Family” means
13.1. Spouse, whether residing with the employee or not, but does not include a legally separated
spouse;
13.2. Children or step children or adopted children of the employee whether residing with the employee
or not and dependent wholly on such employee but does not include children or step children of whose
custody the employee has been deprived of by or under any law;
13.3. Any other person related to, by blood or marriage to the employee or to the employee’s spouse and
wholly dependent upon such employee.
The Client may also, at any time, by general or special order, require an employee to furnish within a
period to be specified in the order, a statement of movable or immovable property owned, held or
acquired by the employee or on the employee’s behalf or by any member of the employee’s family as
may be specified in the order. Such a statement shall, if so required by the Client include the details of
the means by which or the sources from which such property was acquired.
The Client prohibits improper transactions by employees, such as, but not limited to, issuance of
cheques on their personal account without keeping sufficient balance therein. The Client reserve the
right to review the accounts of employees for unusual activity, both regularly and during investigation.

14 COMMUNICATION WITH PRINT/SOCIAL MEDIA:

14.1 Employees are not allowed to make any statement (oral or written) on behalf of the Company to
any forms of Media (print, audio-visual, internet, etc., by whatever name called), unless specifically
authorized to do so. If any employee is approached to do so, he/she is supposed to decline and refer the
same to Management. Any official communication, verbal or electronic (which includes speeches,
interviews etc.) with media and publishing houses, blog posts, websites, agencies, books, articles,
podcasts, web casts, videos, can be undertaken only after authorization by the Marketing and
Compliance departments of the Client. Please be alert in situations where you may be perceived as
representing the company and do not make any statements on behalf of the organization unless you have
been authorized to do so. You should also be diligent while using social media like Twitter, Face book,
YouTube, LinkedIn, etc. You should not post a comment, provide any recommendation, or endorse
customers or vendors (either current or former) in the social media unless you are authorized to do so.

14.2 SOCIAL MEDIA

The Client’s core value together with the Code of Conduct and Ethics provide the foundation of the
guidelines for the use of social media by employees. The principle and guidelines enunciated in the
Code of Conduct and Ethics, apply to the employees of the Company & their activities, be it traditional
media or online media.
The following disclaimer should be pasted on the employee’s personal social media profile(s), where
matters related to the Client are discussed/likely to the discussed – “Views expressed are the personal
views of the users and do not necessarily represent the options of the Client. The Client takes no
responsibility whatsoever if anyone acts on the basis of the views expressed”. Employees must only use
their personal email ID to create a personal website or post content on Social Media. Employees are
advised to refrain from engaging in discussions which may hurt people’s religious, racial and political
sentiments or posting comment, content or images which are libelous, offensive, harassing, threatening,
hateful, intruding privacy, inappropriate and obscene or violation of the client’s internal guidelines
including POSH guidelines or any applicable law. Employees should not publish, post or engage in
decisions in the social media that are considered confidential and not made available in the public
domain by the client. It is imperative that employees use good judgment and common sense to ensure
that their actions reflect the values of the client.
15. POLITICAL ACTIVITIES AND CONTRIBUTIONS:
No employee shall take an active part in politics, represent in a political party & contest for elections
anywhere outside the client’s purview.
Unless the contribution is expressly permitted by Law and has been pre-approved by the authorized
representative of the Client, no employee may solicit political contributions, Client’s funds or assets,
resources to any political candidate, party or similar organization. The individual contributions made by
the employee will not be reimbursed by the client.
Volunteering of personal services during client’s working hours on behalf of the candidate, lobbying or
engaging in any outreach to public officials, including attempts to influence legislation, government
agencies etc, is prohibited.

16. CHARITABLE CONTRIBUTIONS, CIVIC ACTIVITIES & SPONSORSHIPS

Any personal activity related to charitable and/ educational activities should not interfere with your
work or with the Client in any manner. If there is an association for the same it needs to be ensured that
there is no implied support of the Client.
17. PARTICIPATING IN TRADE ASSOCIATIONS, CONFERENCES AND SPEAKING
ENGAGEMENTS:
Meetings at professional gatherings, trade associations or conference activities must not in any way
conflict with the job duty of the employee or with the client in any manner and it may not be undertaken
without the approval of authorized personnel. There may be instances of contact with competitors for
which you must follow the rules related to fair competition referenced in this code and the company
policies.
18. HANDLING BUSINESS OPPORTUINITIES:
You should not take advantage of opportunities that rightly belong to the Client. For instance, you
should not:
18.1. Divert business from the Client for personal benefit.
18.2. Receive a commission or fee for a transaction you have conducted for the Client (other than
compensation or incentives, if any, paid by the Client).
18.3. You may not refer a customer whose application was denied by the Client to another financial
institution/entity for funding.

19. UNDUE INFLUENCE

It is not appropriate for you to influence, or attempt to influence, anyone for the purpose of having him
or her handle a transaction or process in a way that results in an improper personal benefit to you, your
friends, relatives, or even to that particular team member. Such improper benefit may result from using a
relationship (whether personal, social, or professional) to prevail upon another person, such as a
colleague, vendor, or someone who reports to you, to do something for you that is outside the scope of
standard business practice.
20. HARRASMENT AND DISCRIMATION
Harassment is an undesirable verbal or physical behavior that interferes with work or creates an
intimidating, hostile or offensive work environment. Examples include:
. Public or private tirades or bullying by a supervisor, subordinate or peer.
. Severe or repeated insults related to personal or professional competence.
. Threatening or insulting oral or written comments.
. Deliberate desecration of religious, racial, ethnic or national symbols.
. Malicious and knowingly false complaints against others.

We prohibit from any discrimination (race, gender, cast, religion, disability, marital status, pregnancy,
culture, ancestry, socioeconomic, status etc.) while in employment or advancement. The Client
promotes a work environment where employees are valued and not discriminated on the basis of any
reason. We prohibit discrimination or harassment of any nature that violates our policies, whether
committed by or against a manager, co-worker, client, supplier or visitor.
The Client prohibits uses of its communications, equipment, system and services, including e-mail
service and/or intranet/internet services, to create a hostile, discriminatory, or offensive work
environment. This includes downloading, transmitting, viewing or exchanging “jokes”, pictures, stories,
videos or other communication or content which are threatening, harassing, demeaning or offensive to
any individual.
20.1 SEXUAL HARRASMENT
The Client’s POSH Policy, as applicable to all employees and is in consonance with the provisions
contained under “The Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act 2013.”
The Supreme Court of India defined what constitutes harassment. For this purpose, it guided that sexual
harassment includes any unwelcome sexually determined behaviour (whether direct or implicated)
including:
 unwanted physical contact and advances;
 asking or requesting sexual favours.
 making sexually coloured remarks;
 showing pornography or such graphic material;
 any other unwelcome verbal or non-verbal conduct of sexual nature.
The Client strictly prohibits any kind of sexual harassment along with taking allegations of the same
on a serious note. There will be disciplinary measures subjected to the employees on the grounds of
sexual harassment which might even include termination of the employee from its services. If there
is anyone who is experiencing or reporting the same, must know that such matters will be handled
with utmost sensitivity.
21. LENDING TRANSACTION
No Employee shall grant on behalf of the client any loan or advance to himself/herself or his/her spouse,
a Joint Hindu Family of which he/she or his/her spouse is a member or a partnership with which he/she
or his/her spouse is connected to any manner or a Trust in which he/she or his/her spouse is a Trustee, or
a private or public limited company, in which he/she or his/her spouse hold substantial interest.
(Substantial interest as defined in clause of Section 5 of the Banking Regulation Act 1949)
No employee shall grant on behalf of the client any loan or advance to (a) a family member ; (b) an
individual who is the guarantor of the family member or an individual who is partner in business of a
family member ; (c) a Joint Hindu Family in which a family member is a member ; (d) a firm in which a
family member is a partner, manager or guarantor ; and (e) a company in which a family member holds
substantial interest or is interested as director manager or guarantor, without prior permission of the
client.

22. CONFLICT OF INTEREST

All employees are required to maintain the highest levels of professional and personal integrity to avoid
situation in which an individual’s personal interest may conflict or appear to conflict with either the
interest of the client or that of our stakeholders. Conflict of interest issue may arise in dealings between
employees and vendors, employees and customers, employees and counterparties/other entities,
employees and their acquaintances and also employees and relatives. A conflict of interest arises when
any dealing with any of the entities named above may appear to be influenced by your relationship with
them. Such relationship may impair an objective or impartial assessment of the dealing/transaction and
may not, therefore, be in the best interest of the client. It may even result in a financial/non-financial
gain to the employee, his family member or acquaintance. Some examples of the situation where
conflict of interest may arise are (the list is not exhaustive):

a. Accepting engagement outside the client that may benefit you in any manner.
b. Engaging in personal investment decisions by conducting trading in personal accounts based on
information learned as a result of employment with the client.
c. Taking a business decision (including lending decision, guarantees) that may result in personal
gain, or benefit to a relative or acquaintance.
d. Using your authority or knowledge of confidential information for personal benefit.
e. Serving in a fiduciary capacity as a director, official, any elected post of a company or political
party outside the client for non-profit, trade/industry, government agency without approval by
the client.
f. Competing with the client for a business opportunity or diverting opportunities.
g. Accepting money, favors, gifts, meals, entertainment, or other benefits (seen to be beyond
normal business courtesies) that may influence business or commercial decision of the client.
h. Promoting a particular vendor or entity for personal gain.
i. Using the client’s facilities, employees, funds, property or resources towards personal activities.
j. Contributing to a charitable cause/fund at the behest of a customer in order to maintain business
relationship.
k. Sourcing candidates you have worked with in earlier organization and also being part of their
decision/selection process.
l. Employing relatives* or undertaking business with a relative or any entity where your relative
has a financial interest.
m. Having a relative functionally reporting into you or where you are in a position to influence
his/her pay, promotion, transfer etc.

23. INTEGRITY OF FINANCIAL INFORMATION

Shareholders, management, and other interested parties must have complete and accurate financial
information to make informed decisions. Many Employees participate in accounting processes that
directly impact the integrity of external financial statements and internal management reports. All such
Employees have a responsibility to ensure that all transactions are recorded in Company's accounts
accurately and promptly and they must immediately report any known inaccuracies. Misrepresentations
by Employees that result from intentional acts that may conceal or obscure the true nature of a business
transaction are clear contraventions of this Policy.
The disclosure in all reports, documents, and communications that the Quess Group is required to file
must fully comply with all disclosure requirements and any other reports, documents and
communications that Quess Group publicly issues must meet similar standards. To achieve this, Quess
Group will maintain accurate and complete financial, accounting and documentary records, and the
Directors and Employees involved will maintain and provide full, complete, and accurate data and
documentation.
Employee will promptly bring to the attention of Quess group’s Audit Committee any information he or
she may have concerning:
 Significant deficiencies in the design or operation of internal controls over financial reporting
which could cause the Company not fully to comply with all disclosure requirements or similar
standards, or
 Any fraud, whether or not material, that involves management or other employees who have a
role in the Company’s financial reporting, disclosures or internal controls over financial
reporting.

24. ALCOHOL AND SUBSTANCE ABUSE

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. It’s also the duty of the employee to see
that –

24.1. He / she refrain from consumption of intoxicating drinks including alcohol /drugs while on duty
and/or at the place of work.
24.2. He / she takes due care that the performance of his/her duty is not affected in any by the
influence of any intoxicating drink or drug,
24.3. He / she does not appear in a public place in a state of intoxication
24.4. He / she do not habitually use any intoxicating drink or drug to excess.
24.5. He / she do not smoke at the place of work.

25. FRAUD
Fraud — or the act or intent to cheat, trick, steal, deceive, or lie — is both dishonest and, in most cases,
criminal.
Intentional acts of fraud are subject to strict disciplinary action, including dismissal and possible civil
and/or criminal action against the concerned Employee.
Some examples of Fraud include:
 Submitting false expense reports.
 Forging or altering checks.
 Misappropriating assets or misusing Company's property.
 Unauthorized handling or reporting of transactions.
 Inflating sales numbers.

26. OTHER APPLICABILITY OF POLICY

1.Every employee shall undertake and perform his/her duties in such capacity and at such places as may
be directed by the Company from time to time.
2.Every employee shall maintain good conduct, discipline, punctuality and show courtesy and attention
to all persons in their transactions or dealings with the Company.
3.Every employee shall discharge his duties with utmost integrity, honesty, devotion, and diligence and
do nothing which is unbecoming of him/ her, or which is likely to tarnish the image of the Company.
Cases of gross negligence, default, forgery, fraud and dishonesty will attract penalty of dismissal or
suspension from the services.
4.Every employee shall maintain secrecy about the affairs of the company and its customers and will
sign a declaration of fidelity and secrecy in the prescribed form. Employees shall not disclose business-
related information or make official comment without permission.
Employees are required to provide information where required by law or when assisting other
employees in their duties strictly on a need basis only. Employees shall not misuse information obtained
at work either for financial reward or gain, or to take advantage of another person on the basis of
information held in official records either directly or indirectly.
At all times, even after you have left the employment of the Company, you are required to maintain the
confidentiality of the company’s business. Your knowledge of the company’s business and information
acquired in the course of your service with the Company must be kept strictly confidential and you must
never divulge such knowledge or information to anyone outside the Company.
5.No employee shall engage in any trade or business or accept employment or fee foray work done by
him/her outside the Company.
6.No employee shall indulge in gambling or speculative activities in shares, stocks, or valuables. He/
She can, however, make bonafide investment of his/her own funds in such securities as he/she may wish
to buy.
7.An employee shall comply with all lawful and reasonable directions which may from time to time be
given to him by an officer under whose control he may be placed.
8. Employees who suspect violations of the letter or spirit of the Company’s laid down systems,
procedures or staff rules have an obligation to report their concerns to the Compliance Head
9. The employees shall maintain a high standard of formal attire while on duty.
10.An employee shall return his Identity Card, Visiting Cards, laptop, stationery, materials, customer
database and any other assets etc. given to him during the employment, at the time of separation from
the Company.
11.An employee shall not, under any circumstance, commit / instigate any act of violence at the
workplace or outside the workplace with any other employee, agent, customer, etc. of the company. On
such act, the Company may immediately initiate disciplinary and/or criminal proceedings against such
an employee.
12.An employee shall not commit any offence which involves moral turpitude.
13.An employee shall not represent himself/ herself as an employee of the Company and shall not
commit anything to the outsiders as an employee after separation from the Company.
14.No employee shall do any act which is prejudicial to the interest of the company.
15.It shall be the responsibility of an employee to return any excess salary / incentive/ payment / benefit
received by him / her to the Company.
16.The employee shall all the time respect his Supervisors‟ and employees rights, and avoid
discrimination, disturbance, abuse, violence, or indecent words.
17.As an employee of the Company, you may have access to material, non- public (or “inside”)
information. Information is "material" if there is a substantial likelihood that any investor uses it for
personal investments, or it could be expected to affect the price of an issuer's securities and relates to
future, speculative or contingent events. Information is considered to be “non- public” or “inside” unless
it has been publicly disclosed by the issuer in the securities market (for example, through après release
or on Issuer’s website).
18.All employees are required to maintain the highest levels of professional and personal integrity to
avoid situations in which an individual’s personal interest may conflict or appear to conflict with either
the interest of the Company or that of our stakeholders. Conflict of interest issues may arise in
dealings between employees and vendors, employees and customers, employees and counterparties /
other entities, employees and their acquaintances and also employees and relatives. A conflict of
interest arises when any dealing with any of the entities named above may appear to be influenced by
your relationship with them. Such relationships may impair an objective or impartial assessment of the
dealing/transaction and may not, therefore, be in the best interests of the Company. It may even result in
financial/non-financial gain to the employee, his family member or acquaintance.
19. Inducing a customer for purchasing an unnecessary product or indulging in “mis-selling” for the
purpose of achieving budgetary targets is an unacceptable practice that not only affects the customer
adversely but also results in an erosion of the Company’s credibility and reputation. It is, therefore, in
contradiction of our objective of being a customer-centric organization. You should help customers
achieve an informed decision based upon his requirements, the products most appropriate for fulfilling
those needs and the customer’s profile. It is trust; satisfaction and loyalty of our customers that will help
create sustainable businesses for the Company. Understanding customers‟ needs should, therefore, be
integral to the way we undertake business and provide service in the Company.
20. Gaming : It is defined as the manipulation, misrepresentation, or both of sales or sales reporting in
an attempt to receive compensation or to meet sales goals. Any form of gaming, indulged in, for
receiving compensation or to meet sales goals etc. is prohibited. Gaming issues may arise in but are not
limited to the following categories of activities.
20.1. Reclassification or Transfer: Reclassifying or transferring existing business should not be viewed
as an actual sale and should not result in sales credit, unless the reclassification or transfer:
20.1.1. is part of a specific product program
20.1.2. is a general strategy of the Company
20.1.3. there is a clear benefit to the customer who has provided an express agreement.
20.2. Discounts or customer incentives: It is not appropriate for you to supplement standard discounts
or customer incentives by substituting your own personal funds, including your salary or incentive
income, to complete a sale or earn a higher commission by recording a cross-sell. It is inappropriate to
pay any fee/expenses of any kind, on behalf of a customer to complete a sale.
21.The company’s commitment to dealing with external stakeholders such as customers, competitors,
suppliers, and any related agency is based on the principles of fair competition, compliance with laws
and regulations of the land, and in the spirit of honesty and integrity of our corporate values.
22. For violation of the Code or any orders /rules issued by the Company, an employee shall be liable
for any of the following penalties:
22.1. Warning or Censure
22.2. Withholding of increments/revision of pay
22.3. Withholding of promotion
22.4. Reduction to lower grade
22.5. Discharge from service.
22.6. Dismissal from service
22.7. Recovery from salary or such other amounts as may be due to him of the whole or part of any
pecuniary loss caused to the company/Bank by negligence or breach of orders
27. COMPLIANCE WITH LAWS AND AGREEMENT
All Employees shall conduct business in compliance with all applicable laws and regulations of the
particular District, State or Country.
28. MISCONDUCT AND NON-CONFORMANCE WITH THE POLICY
Non-adherence to this code of conduct is considered as great risk. Non-observance of this Policy shall
be construed as misconduct that could warrant disciplinary action, including dismissal in deserving
cases. The decision in this regard will lie with the Management and shall be binding on the Employees.
29. REPORTING OF VIOLATIONS OF THE CODE
Every Employee will promptly report any violation of this Code which is known to or reasonably
suspected by that Employee, in accordance with the Company’s Whistleblower Policy. Any such
incident can be reported to alert@quesscorp.com. Inappropriate delay in reporting a known or
reasonably suspected violation is itself a violation of this Code.
The Company assures every Employee that it will not carry out or, to the fullest extent reasonably
within its power, permit any retribution or retaliation of any kind for reports made in good faith
regarding known or reasonably suspected violations of this Code. The ability of an Employee to make
reports without fear of retribution or retaliation is vital to the successful implementation of this Code.
30. ACCOUNTABILITY
All Employees must always understand and adhere to Company’s Code of Conduct and and abide by
the standards, requirements and procedures laid down herein.