At Tata Communications, we conduct our business in a manner that protects the interests of all our stakeholders. Our Board of Directors provide strategic direction and guidance and ensure transparency, fairness and independence in decision-making. Our Board of Directors consider Corporate Social Responsibility (CSR) and ESG risks and material issues as key focus areas for us, and these are also embedded within our core values.
At Tata Communications, we believe in empowering our stakeholders and creating a culture of transparency and accountability. We have unfailingly upheld the highest standards of governance and conducted our business with integrity and fairness.
We continue to be an ethical and reliable company, which is our most important asset. We maintain a focus on good corporate governance and apply the highest ethical practices to all activities, allowing us to enhance the confidence and trust of our stakeholders.
We believe that corporate governance acts as an organisational mechanism for achieving strategic goals in a responsible manner while being accountable to stakeholders. Tata Communications has a robust governance framework that considers the long-term interests of all stakeholders. Our framework establishes procedures and mechanisms to improve governance for smooth management and productive collaboration between employees, value chains, communities, investors, and governments.
Board of Directors
The Board of Directors (Board) oversees Tata Communications’ long-term business goals, organisational strategies, risk management, and other functions, and monitors the interests of all our stakeholders. The Board helps direct our Company’s operations, strategies, and performance through a well-defined framework of responsibility. As of 31 March 2022, our Company had six Directors - one Executive and five Non-Executive. Three of the Company’s Directors were Independent Directors.
Board Committees
The Board has established specific committees focussed on specific areas of governance, such as financial reporting, stakeholder relationships, CSR, safety, and sustainability, etc. These committees review and evaluate the matters pertaining to their areas and make recommendations to the Board for its consideration and approval. The Statutory Committees constituted by the Board are:
*For more information on committees, refer to Annual Report 2021-22
>30 years
Board experience
Ethics and transparency
At Tata Communications, adherence to legal and ethical conduct is of paramount importance. We have an established compliance framework, and ethics is embedded in the organisational culture. We have implemented a suite of compliance policies, designed to ensure the highest standards of compliance with applicable laws and regulations.
Integrity
We believe in honesty and integrity, both inside and outside the workplace. Strong governance ensures that ethics and integrity are firmly integrated into the system. They reflect our culture, our values, our beliefs, and our commitments. Inspired by Tata Group’s 150-year tradition, we are constantly striving to adhere to the Tata Code of Conduct (TCOC). TCOC and Leadership of Business Ethics (LBE) framework continue to be the basis of the Group’s common commitment to ethical business behaviour to protect and strengthen the brand. We participate in the Group’s annual compliance reporting cycle and due to our continued commitment to operate with principles of dignity and integrity, while maintaining strong ethical practices, we have sustained the highest maturity rating ‘Advanced’ in all the four pillars of the LBE framework namely, Leadership, Compliance Structure, Communication and Training, and Measurement of Effectiveness for FY 2020 21.
Compliance
The Company’s solid and well-defined compliance framework administered by the Board of Directors and senior management ensures compliance with all applicable laws and regulations in terms of our processes, systems, and operations. We strive to comply with all applicable domestic and foreign laws, and uphold the global standards of transparency and accountability. No significant fines or nonmonetary sanctions were imposed on us for any violations during the reporting period. No proceedings have been filed against us for anti-competitive acts or antitrust violations.
96%
Employees undertook training on the Tata Code of Conduct, and Global Dignity in the Workplace policy
Policies and standards
We have designed policies and procedures that are consistent with globally recognised business standards and benchmarks. The overall effect of these governance policies is to ensure consistent legal and ethical behaviour throughout the organisation. Our policies and procedures are continually evolving as per the changes in applicable laws and regulations, and stakeholder interactions.
Some of the key policies we have devised include:
1. Anti-corruption policy
We have comprehensive policies and procedures in place addressing anti-corruption, anti-bribery and the prohibition of facilitation payments, as covered in our global Anti-corruption Policy. We review and update our policies including anti-corruption policy from time to time. In addition, the Company also regularly assesses corruption-related risk. Zero cases of corruption were reported or came to our notice in FY 2021-22.
Further, to ensure that we maintain high ethical standards and meet our obligations under the applicable Anti-Corruption laws, we have implemented a third-party intermediary due diligence programme and also have in place a corporate hospitality and gifts policy which clearly sets out the principles and approval process with respect to giving or receiving of benefits (gifts, entertainment, corporate hospitality, travel hosting, social contributions) to or from any person outside of the Company.
2. 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 2021-22, we have received 36 complaints (includes 4 complaints which are under investigation) out of which 18 complaints found to be valid and duly acted up on. The nature of the misconduct includes - conflict of interest, sharing of confidential information, violation of IT policy, violation of Dignity at Workplace policy, and forgery.
3. Privacy policy
The privacy policy helps to enhance our compliance towards data privacy obligations and responsibilities. It also provides insights on the use of cookies, tracking mechanisms, thirdparty ad networks, while also outlining the purposes for which user information might be shared with third parties.
4. Global dignity in the workplace policy
This policy affirms our commitment to foster an environment of respect, dignity, diversity and inclusion for all our employees as well as eliminating all forms of discrimination, harassment, bullying and retaliation in the workplace. Through this policy, we ensure that all persons are provided with equal employment opportunities and a safe, healthy and fair work environment.
5. Prevention of sexual harassment charter
We have zero tolerance for sexual harassment. In this reporting period, the Group received four sexual harassment complaints. All the complaints were from TCTSL (Company’s subsidiary) and were closed with proper investigation by the ICC and are disposed off with appropriate recommendations.
*For a detailed description of these policies please refer to Policies
At Tata Communications, we have earned our reputation for integrity over many decades, founded on our uncompromising commitment to act ethically, and with respect and dignity at all times. This commitment to maintain the highest ethical standards is embraced by all our employees, and our annual initiative known as ‘ethics week,’ serves as a way for our employees to commemorate what ethics mean to them in their day-to-day life at work.
During the ‘ethics week,’ we refresh our employees’ knowledge and reinforce their understanding of Tata Communications policies and processes around ethics that guide our business and operations. This is done through a variety of fun activities like games, puzzles, quizzes, informational contests, interactive exercises, etc.
During the ‘ethics week’ held in February 2022, our leadership team sent e-mails to our employees on ethics awareness. We also published pictures, video messages, anecdotes, etc., on Yammer to promote various compliance policies including Due Diligence Policy, Whistle-blower Policy, Anti-Corruption Policy, Privacy Policy, etc.
Our Legal Compliance team also organised a series of activities throughout the ‘ethics week,’ where employees had the opportunity to test their knowledge by participating in contests, such as ‘Ethically Made,’ a story writing contest, a crossword and policy puzzle; ‘Ethical Dilemma,’ a scenario-based contest, where participants were faced with a conflicting situation, and had to choose the right answer; and ‘Meet your Ethics Counsellor,’ an interaction with ethics counsellors.
Industry associations
In India, Tata Communications participates in stakeholder consultations with:
01
Telecom Regulatory Authority of
India (‘TRAI’) usage globally
02
Internet Service Providers
Association of India (‘ISPAI’)
03
National Internet
Exchange of India (‘NIXI’)
04
Federation of Indian Chambers of
Commerce and Industry (‘FICCI’)
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 to provide the industry with highly specialised knowledge and key insights.
Tata Communications is involved in numerous industry segments and is often active in forums/seminars relating to those segments. Given the nature of the telecommunications industry and emergence of new technologies, regulatory change is often a very considered process with regulators seeking participant comment and participation prior to implementation of any new or changed regulations. During the year under review, we responded to six consultation papers and participated in open house discussions putting forward our position to the regulator/ licensor. We regularly submit our response to draft guidelines as and when issued by the Department of Telecommunications (‘DoT’) and engage in advocacy with the DoT, and also leverage industry platforms such as the Internet Service Providers Association of India (‘ISPAI’) for advocating common industry issues for greater impact on regulator and/or licensor for ensuring favourable regulation/policy. We also engage external legal counsel and consultants who liaise with regulators on our behalf.