CORPORATE SOCIAL RESPONSIBILITY (CSR) POLICY
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PREAMBLE
Sun TV Network Limited (“The Company/ Sun TV”) endeavours to conduct its business in an economically, socially and environmentally sustainable manner that is transparent and ethical, and by adopting appropriate business processes and strategies for the benefit and development of the society. The Company is committed to undertake activities in accordance with the provisions of Section 135 of the Companies Act, 2013 and related Rules, as amended from time to time (“Act”), to fulfil its responsibilities as a corporate citizen
In this regard, Sun TV proposes to formulate the following objectives on a part of its CSR activity to be implemented whether directly or indirectly through like-minded non- profit organizations.VISION
To promote a Unified approach to CSR across all the divisions of the Company and to ensure the CSR policy is aligned with the core Values of Sun TV.OBJECTIVES
1. To address issues of education among the underprivileged and create employment opportunities through vocational skill training institute and educational support etc.
2. Provide financial assistance through educational scholarship programme for the children/ youth of lower and mid income group families.
3. To support NGOs and like-minded NGOs to undertake activities in the areas of financial literacy, school dropout prevention, career guidance, counselling, women empowerment, education awareness, advocacy of banking and safe and fair market practices, digital literacy etc.
4. Support the socially and economically underprivileged section of the society by providing opportunities to improve the quality of life.
5. To empower communities by providing financial and technical assistance for sustainable social activities such as developing infrastructure for training, education, etc.
6. To provide for development of Local Area (area in the city in which Sun TV’s Head/branch office are located) in terms providing assistance and infrastructure to local bodies, schools and public places.
7. Relief to victims of Natural Calamities, contribution to Prime Minister’s relief fund and for disaster management.
8. To undertake such other CSR activities permissible under Schedule VII of Act.
IMPLEMENTATION
Sun TV will implement its CSR activities directly or indirectly through NGOs/institutes/trusts as identified from time to time to achieve defined objectives. Such implementing agencies shall have an established track record as prescribed under the law.
Sun TV may also collaborate with any company’s CSR project to achieve its objectives.PROJECTS
Sun TV has identified the following CSR Programmes in line with the Schedule VII to the Companies Act, 2013, (“the Act”). Sun TV may undertake any activities specified hereunder based on comprehensive need assessment surveys of its stakeholders.:-
1. Eradicating hunger, poverty and malnutrition, promoting health care including preventive health care and sanitation [including contribution to the Swachh Bharat Kosh set-up by the Central Government for the promotion of sanitation] and making available safe drinking water
2. Supplementary education for the underprivileged children; Educational scholarship for the children/youth of lower income group, financial assistance to educational institutions to create awareness about science, sports etc. Promoting education, including special education and employment enhancing vocation skills especially among children, women, elderly and the differently abled and livelihood enhancement projects.
3. Ensuring environmental sustainability, ecological balance, protection of flora and fauna, animal welfare, agroforestry, conservation of natural resources and maintaining quality of soil, air and water.
4. 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 art and handicrafts.
5. Measures for the benefit of armed forces veterans, war widows and their dependents, [Central Armed Police Forces (CAPF) and Central Para Military Forces (CPMF) veterans, and their dependents including widows].
6. Training to promote rural sports, nationally recognized sports, Paralympics sports and Olympic sports.
7. Contribution to Prime Minister’s Relief Fund or any other fund set up by the Central Government for socio economic development and relief and welfare of the schedule caste, tribes, other backward classes, minorities and women.
8. Contribution to incubators or research and development projects in the field of science, technology, engineering and medicine, funded by the Central Government or State Government or Public Sector Undertaking or any agency of the Central Government or State Government.
9. Grants to NGO’s, Trusts, Contributions to public funded Universities; Indian Institute of Technology (IITs); National Laboratories and autonomous bodies established under Department of Atomic Energy (DAE); Department of Biotechnology (DBT); Department of Science and Technology (DST); Department of Pharmaceuticals; Ministry of Ayurveda, Yoga and Naturopathy, Unani, Siddha and Homoeopathy (AYUSH); Ministry of Electronics and Information Technology and other bodies, namely Defense Research and Development Organization (DRDO); Indian Council of Agricultural Research (ICAR); Indian Council of Medical Research (ICMR) and Council of Scientific and Industrial Research (CSIR), engaged in conducting research in science, technology, engineering and medicine aimed at promoting Sustainable Development Goals (SDGs);
10. Rural development projects;
11. Slum area development. For the purposes of this item, the term `slum area' shall mean any area declared as such by the Central Government or any State Government or any other competent authority under any law for the time being in force; and.
12. Disaster management, including relief, rehabilitation and reconstruction activities
RESOURCES
1. Sun TV will provide 2% on its average of three consecutive years’ net profit for every year to undertake approved CSR activities.
2. Sun TV may on its own do specified CSR activities directly or in association with other companies / trusts created for the purpose.
3. Unutilized CSR fund for allocated projects will be used as corpus fund for the respective projects or use for other CSR projects as per the direction and approval of board of directors in line with the CSR Policy of the Company.
4. If the Company fails to spend the allocated CSR amount, the Board shall in its report made under clause(o) of sub-section (3) of section 134 of Companies Act, 2013, specify the reasons for not spending the amount.
BOARD OF DIRECTORS
The Board of Directors shall perform the following Role with respect to Administration of CSR activities of the Company carried out in accordance with this policy as under:
I. To approve the CSR Policy and the CSR Expenditure after taking into consideration the recommendations made by the CSR committee.
II. Ensure the CSR spending every financial year of at least 2% of average net profits made during immediately preceding three financial years, in pursuance with the Policy.
III. Ensure disclosure of the contents of the CSR Policy on the Company website.
IV. Preparation of annual report on the CSR activities in the prescribed format as per the Companies Act, 2013.
CSR COMMITTEE
The CSR Committee as constituted will be responsible for identification and implementation of CSR activities of the Company. CSR Committee will be responsible for:
1. Formulate and update CSR policy of Sun TV and place the same before the Board for approval.
2. Formulate and recommend to the Board an Annual Action Plan covering following that are in line with the CSR Policy of the Company:
a. The list of CSR activities, projects or programmes that are approved to be undertaken in the area of Schedule VII
b. Manner of the execution of such projects
c. Modalities of utilization of funds and implementation of schedule for the projects
d. Monitoring and reporting mechanism for the projects or programmes; and
e. Details of need and impact assessment, if any, for the project undertaken by the Company.
3. Recommend the amount of CSR expenditure to be incurred on the activities referred in clause (2) for approval of the Board.
4. Put monitoring mechanisms in place to track the progress of each project.
5. Undertake such other duties and responsibilities as specified under the Act and the CSR Rules.
CSR MANAGEMENT / EXECUTIVE COMMITTEE
A committee comprising such management employees of the Company as deemed fit by the CSR Committee shall be constituted to ensure smooth and timely execution of the projects undertaken by the Company. The Committee will review the proposals for CSR projects/programs/activities and apprise the CSR Committee on developments on regular basis.
MONITORING AND EVALUATION
CSR Committee will review periodically all Sun TV social initiatives and the report will be submitted to the board of directors.
The Company shall undertake impact assessment of its CSR projects/programs, if any, as required under the Act, through an independent agency.
REPORTING
Sun TV will make all the necessary disclosure and reporting as required under the Act and CSR Rules.
AMENDMENT
The Board of Directors of the Company, may at the recommendation of the CSR Committee or otherwise, are entitled to amend this Policy at any time. Any difficulties or ambiguities in the Policy will be resolved by the CSR Committee in line with the broad intent of the Policy and in consultation with the Board of Directors.
In the event of any inconsistency between this Policy and the applicable laws, the applicable laws will prevail.
The Policy shall stand amended in case of any statutory modifications / amendments in the Act or Rules pertaining to CSR to the extent of such amendment.
DISCLOSURE
All disclosures, display and reporting requirement related to CSR shall be made in accordance with the provisions of the Act and Rules made thereunder.
VERSION CONTROL
Sun TV 2.0 CSR POLICY was adopted by the Board of Directors of Sun TV Network Limited at their meeting held on 9th March 2022.
CODE OF PRACTICES AND PROCEDURES FOR FAIR DISCLOSURE OF UNPUBLISHED PRICE SENSITIVE INFORMATION (THE CODE)
Pursuant to SEBI (Prohibition of Insider Trading) Regulations, 2015)Sun TV Network Limited (the Company) shall adhere to the practices and procedures detailed in this Fair Disclosure Policy document, effective May 29, 2015 in order to ensure fair disclosure of events and occurrence that could potentially impact price of listed securities of the Company in the market.
The Company shall follow the Principles of Fair Disclosures detailed hereunder:
1. Prompt public disclosure of Unpublished Price Sensitive Information (UPSI) that would impact price discovery no sooner than credible and concrete information comes into being in order to make such information generally available.
2. Uniform and universal dissemination of UPSI to avoid selective disclosure.
3. The Company Secretary and Compliance Officer of the Company will act as a Chief Investor Relations Officer to deal with dissemination of information and disclosure of UPSI.
4. Prompt dissemination of UPSI that gets disclosed selectively, inadvertently or otherwise to make such information generally available.
5. Appropriate and fair response to queries on news reports and requests for verification of rumours by regulatory authorities.
6. Ensuring that information shared with analysts and research personnel is not UPSI.
7. Developing best practices to make transcripts or records of proceedings of meetings with analysts and other investor relations conferences on the official website to ensure official confirmation and documentation of disclosures made.
8. Handling of all UPSI on a need-to-know basis.
REMUNERATION POLICY
This policy on Nomination and Remuneration of Directors, Key Managerial Personnel and Senior Management has been formulated by the Nomination and Remuneration Committee (NRC or the Committee) and has been approved by the Board of Directors in compliance with Section 178 of the Companies Act, 2013 read along with the applicable rules thereto and Clause 49 of the Listing Agreement, as amended from time to time.
Objective and purpose:
(i.) To guide the board by laying down criteria and terms and conditions in relation to appointment and removal of Directors, Key Managerial Personnel and Senior Management.
(ii.) To evaluate the performance of the members of the Board.
(iii.) To recommend to the Board a policy, relating to the remuneration for Directors, Key Managerial Personnel and formulate criteria for remuneration payable to Senior Management Personnel and other employees.
(iv.) To provide Key Managerial Personnel and Senior Management performance based incentives / rewards relating to the Company’s operations.
(v.) To retain, motivate and promote talent and to ensure long-term sustainability of talented Senior Management and create competitive advantage through a structured talent review.
Definitions:
“Remuneration” means any money or its equivalent given or passed to any person for services rendered by him and includes perquisites as defined under the Income-tax Act, 1961;
“Key Managerial Personnel” means:
i) Managing Director, or Chief Executive Officer or Manager and in their absence, a Whole-time Director;
ii) Chief Financial Officer;
iii) Company Secretary; and
iv) Such other officer as may be prescribed.
“Senior Managerial Personnel” means the personnel of the company who are members of its core management team excluding Board of Directors. Normally, this would comprise all members of management, of rank equivalent to General Manager and above, including all functional heads.
APPOINTMENT AND REMOVAL OF DIRECTOR, KEY MANAGERIAL PERSONNEL AND SENIOR MANAGEMENT
i. The Committee shall identify and ascertain the integrity, qualification, expertise and experience of the person for appointment as Director, KMP or at Senior Management level and recommend his / her appointment, as per Company’s Policy. The Committee has authority to decide whether qualification, expertise and experience possessed by a person is sufficient / satisfactory for the position.
ii. The Company should ensure that it appoints or continues the employment of any person as Managing Director subject to the conditions laid down under Part I of Schedule V of the Companies Act, 2013.
iii. To ensure that the Company shall appoint or continue the service of any person as Independent Director subject to the provisions of Section 149 read with Schedule IV and other applicable provisions of the Act and Clause 49 of the Listing Agreement.
TERM / TENURE
a) Managing Director / Whole-time Director:
The Company shall appoint or re-appoint any person as its Executive Chairman, Managing Director or Executive Director for a term not exceeding five years at a time. No re-appointment shall be made earlier than one year before the expiry of term.
b) Independent Director:
An Independent Director shall hold office for a term up to five consecutive years on the Board of the Company and will be eligible for re-appointment on passing of a special resolution by the Company and disclosure of such appointment in the Board's report.
No Independent Director shall hold office for more than two consecutive terms of up to maximum of 5 years each, but such Independent Director shall be eligible for appointment after expiry of three years of ceasing to become an Independent Director.
Provided that an Independent Director shall not, during the said period of three years, be appointed in or be associated with the Company in any other capacity, either directly or indirectly.
At the time of appointment it should be ensured that the number of Boards on which such Independent Director serves is restricted to seven listed companies as an Independent Director and three listed companies as an Independent Director in case such person is serving as a Whole-time Director of a listed company or such other number as may be prescribed under the Act.
EVALUATION
The Committee shall carry out evaluation of performance of Director, KMP and Senior Management Personnel yearly or at such intervals as may be considered necessary.
REMOVAL
The Committee may recommend with reasons recorded in writing, removal of a Director, KMP or Senior Management Personnel subject to the provisions and compliance of the Companies Act, 2013, rules and regulations and the policy of the Company.
RETIREMENT
The Director, KMP and Senior Management Personnel shall retire as per the applicable provisions of the Act and the prevailing policy of the Company. The Board will have the discretion to retain the Director, KMP, Senior Management Personnel in the same position/ remuneration or otherwise even after attaining the retirement age, for the benefit of the Company.
POLICY FOR REMUNERATION TO DIRECTORS / KMP / SENIOR MANAGEMENT PERSONNEL
1) Remuneration to Managing Director / Whole-time Directors:
- a) The Remuneration/ Commission etc. to be paid to Managing Director / Whole-time Directors, etc. shall be governed as per provisions of the Companies Act, 2013 and rules made there under or any other enactment for the time being in force and the approvals obtained from the Members of the Company.
- b) The Nomination and Remuneration Committee shall make such recommendations to the Board of Directors, as it may consider appropriate with regard to remuneration to Managing Director / Whole-time Directors.
2) Remuneration to Non- Executive / Independent Directors:
- a) The Non-Executive / Independent Directors may receive sitting fees and such other remuneration as permissible under the provisions of Companies Act, 2013. The amount of sitting fees shall be such as may be recommended by the Nomination and Remuneration Committee and approved by the Board of Directors.
- b) All the remuneration of the Non- Executive / Independent Directors (excluding remuneration for attending meetings as prescribed under Section 197 (5) of the Companies Act, 2013) shall be subject to ceiling/ limits as provided under Companies Act, 2013 and rules made there under or any other enactment for the time being in force. The amount of such remuneration shall be such as may be recommended by the Nomination and Remuneration Committee and approved by the Board of Directors or shareholders, as the case may be.
- c) An Independent Director shall not be eligible to get Stock Options and also shall not be eligible to participate in any share based payment schemes of the Company.
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d) Any remuneration paid to Non- Executive / Independent Directors for services rendered which are of professional in nature shall not be considered as part of the remuneration for the purposes of clause (b) above if the following conditions are satisfied:
- i. The Services are rendered by such Director in his capacity as the professional; and
- ii. In the opinion of the Committee, the director possesses the requisite qualification for the practice of that profession.
3) Remuneration to Key Managerial Personnel and Senior Management:
- a) The remuneration to Key Managerial Personnel and Senior Management shall consist of fixed pay and incentive pay, in compliance with the provisions of the Companies Act, 2013 and in accordance with the Company’s Policy.
- b) The Fixed pay shall include monthly remuneration, employer’s contribution to Provident Fund, contribution to pension fund, pension schemes, etc. as decided from time to time.
- c) The Incentive pay shall be decided based on the balance between performance of the Company and performance of the Key Managerial Personnel and Senior Management, to be decided annually or at such intervals as may be considered appropriate.
IMPLEMENTATION
i. The Committee may issue guidelines, procedures, formats, reporting mechanism and manuals in supplement and for better implementation of this policy as considered appropriate.
ii. The Committee may delegate any of its powers to one or more of its members.
CODE OF CONDUCT FOR MEMBERS OF THE BOARD OF DIRECTORS & SENIOR MANAGEMENT
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POLICY ON DIVERSITY OF BOARD
BACKGROUND
The Securities and Exchange Board of India (SEBI) (Listing Obligations and Disclosure Requirements) Regulations, 2015 through its Article 19 and Part D of the Schedule II provides that the Nomination and Remuneration Committee should devise a Policy on Diversity of Board of Directors. Accordingly, the Nomination and Remuneration Committee of our Company (hereinafter referred to as Committee) formulated the Policy on Diversity of Board to assure that the Board is fully diversified and comprises of an ideal combination of executive and non- executive directors, including independent directors, with diverse backgrounds.
POLICY STATEMENT
The Company recognizes and believes that a diverse Board will enhance the quality of the decisions made by the Board by utilizing different skills, qualifications, professional experiences, knowledge, gender, background and other distinguished qualities etc. of the members of the Board. In the process of attaining a diverse Board based on the aforementioned criteria, the following should be taken into consideration.
That the Board appointments should be based on merit that complements and expands the skills, experience and expertise of the Board as a whole taking into account discrete characteristics reflected in the Individual members, that the Board might consider relevant to function effectively and efficiently. The composition of the Board shall be in accordance with the Articles of Association of the Company, the Companies Act, 2013, LODR Regulations as well as other statutory, regulatory and contractual obligations of the Company.
The Board shall have an optimum combination of Executive and Non-executive Directors and not less than fifty per cent of the Board of Directors shall comprise of Non-executive Directors. At least half of the Board should comprise of Independent Directors (where the Chairman of the Board is Executive) or at least one-third of the Board should comprise of Independent Directors (where the Chairman of the Board is Non-executive).
The Company shall continue to have at least one Woman Director on the Board to ensure that there is no gender inequality on the Board.
Knowledge and experience in domain areas such as Finance, Legal, Risk Management, Education sector, other Industry etc., should be duly considered while making appointments to the Board level. While appointing Independent Directors, care should be taken as to the independence of the proposed appointee.
REVIEW OF THE POLICY
The Committee will review this Policy periodically.
AMENDMENTS TO THE POLICY:
The Committee shall have the power to clarify any doubts or rectify any anomalies that may exist in connection with the effective execution of this Policy. The Board reserves the right to amend this Policy from time to time based on changing requirements as prescribed by SEBI/Stock Exchange(s) or any other appropriate Statutory Authority.
CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING
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The amended Code of Conduct for prevention of Insider Trading approved by the Board of Directors in their Meeting held on 20th March, 2019
1. The Company Secretary of the Company Mr. R. Ravi has been appointed as the Compliance Officer who shall report to the Board of Directors and in particular, shall provide reports to the Chairman of the Audit Committee at least once in a year.
2. The designated persons to be covered by this code of conduct on the basis of their role and function in the Company and the access that such role and function would provide to unpublished price sensitive information in addition to seniority and professional designation, shall include: -
- The Promoter, Managing Director, all Directors, Officers and Employees up to two levels below the Managing Director.
- All Managers, Heads of the Departments of Sales and Marketing Departments and all employees of the Finance and Secretarial Department of the Company, Intermediary or Fiduciary and material Subsidiary.
- The employees designated by the company to whom these trading restrictions shall be applicable, keeping in mind the objectives of this code of conduct.
3. All information shall be handled within the Company on a need-to-know basis and no unpublished price sensitive information (UPSI) shall be communicated to any person except in furtherance of legitimate purposes, performance of duties or discharge of legal obligations. The designated persons shall maintain the confidentiality of UPSI. The designated persons shall not pass on such information to any person directly or indirectly by way of making a recommendation for the purchase or sale of securities.
4. Designated Persons and immediate relatives of designated persons in the Company shall be governed by this internal code of conduct governing dealing in securities.
5. Designated persons may execute trades subject to compliance with Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations 2015 (Regulations). Towards this end, a notional trading window shall be used as an instrument of monitoring trading by the designated persons. The trading window shall be closed when the compliance officer determines that a designated person or class of designated persons can reasonably be expected to have possession of unpublished price sensitive information. Such closure shall be imposed in relation to such securities to which such unpublished price sensitive information relates. Designated persons and their immediate relatives shall not trade in securities when the trading window is closed. Trading restriction period can be made applicable from the end of every quarter till 48 hours after the declaration of financial results.
12. The formats for making applications for pre-clearance, reporting of trades executed, reporting of decisions not to trade after securing pre-clearance and for reporting level of holdings in securities once in 6 months by designated employees, are annexed to the Code of Conduct for Prevention of Insider Trading.
13. Without prejudice to the power of the Securities Exchange Board of India (SEBI) under the Act, disciplinary actions, including wage freeze, suspension, recovery, clawback etc., may be imposed, by the Company after due investigations for contravention of the code of conduct.
14. The code of conduct shall specify that in case it is observed by the Company that there has been a violation of Regulations, it shall inform the SEBI promptly.
15. Designated persons shall be required to disclose names and Permanent Account Number or any other identifier authorized by law of the following persons to the company on an annual basis and as and when the information changes:
- immediate relatives
- persons with whom such designated person(s) shares a material financial relationship
- Phone, mobile and cell numbers which are used by them
In addition, the names of educational institutions from which designated persons have graduated and names of their past employers shall also be disclosed on a one-time basis.
Explanation – The term “material financial relationship” shall mean a relationship in which one person is a recipient of any kind of payment such as by way of a loan or gift during the immediately preceding twelve months, equivalent to at least 25% of such payer’s annual income but shall exclude relationships in which the payment is based on arm’s length transactions.]
16. The Company shall formulate a process for how and when people are brought ‘inside’ on sensitive transactions. Individuals should be made aware of the duties and responsibilities attached to the receipt of Inside Information, and the liability that attaches to misuse or unwarranted use of such information.
DUTIES OF INDEPENDENT DIRECTOR
The independent directors shall—
(1) undertake appropriate induction and regularly update and refresh their skills, knowledge and familiarity with the company;
(2) seek appropriate clarification or amplification of information and, where necessary, take and follow appropriate professional advice and opinion of outside experts at the expense of the company;
(3) strive to attend all meetings of the Board of Directors and of the Board committees of which he is a member;
(4) participate constructively and actively in the committees of the Board in which they are chairpersons or members;
(5) strive to attend the general meetings of the company;
(6) where they have concerns about the running of the company or a proposed action, ensure that these are addressed by the Board and, to the extent that they are not resolved, insist that their concerns are recorded in the minutes of the Board meeting;
(7) keep themselves well informed about the company and the external environment in which it operates;
(8) not to unfairly obstruct the functioning of an otherwise proper Board or committee of the Board;
(9) pay sufficient attention and ensure that adequate deliberations are held before approving related party transactions and assure themselves that the same are in the interest of the company;
(10) ascertain and ensure that the company has an adequate and functional vigil mechanism and to ensure that the interests of a person who uses such mechanism are not prejudicially affected on account of such use;
(11) report concerns about unethical behaviour, actual or suspected fraud or violation of the company’s code of conduct or ethics policy;
(12) acting within his authority, assist in protecting the legitimate interests of the company, shareholders and its employees;
(13) not disclose confidential information, including commercial secrets, technologies, advertising and sales promotion plans, unpublished price sensitive information, unless such disclosure is expressly approved by the Board or required by law.
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POLICY ON PRESERVATION OF DOCUMENTS
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BACKGROUND
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Regulations”) require every Listed Company to formulate a policy on Preservation of Documents which has to be approved by the Board of Directors. In this context, the following policy has been framed by the Board of Directors of Sun TV Network Limited.
OBJECTIVE OF THE POLICY
The objective of this Policy is to classify the documents, records and registers of the Company which are required:
(i) to be preserved permanently and
(ii) to be preserved for a period of not less than 8 years.
PRESERVATION OF DOCUMENTS
The Company shall preserve all its documents as per the requirements and provisions of the Companies Act, 2013 and the rules made there under, the Secretarial Standards, the Listing Regulations and any other law, rules, regulations as may be applicable to the Company from time-to-time.
Documents which are to be maintained permanently:
The Company shall maintain the following documents on a permanent basis:
a. The Original Signed and Stamped Memorandum of Association and the Articles of Association of the Company.
b. Minutes of General Meetings, Board Meetings and various Committee Meetings
c. Register of Members along with Index
d. Foreign Register of Members, if any
e. Register of loans, guarantee, security and acquisition made by the Company, if any
f. Register of investments not held in its own name by the company, if any
g. Register of contracts with related party and contracts and Bodies etc. in which directors are interested
h. Register of Charges, if any
i. Registers of Renewed and duplicate share certificates
j. Registers of Directors and KMP
k. Intellectual Property Documents shall include, but shall not be limited to Copyrights, Trademarks, Patents, and Industrial Designs. Intellectual Property Rights Documents that are owned by the Company shall be retained by the Company permanently.
After the expiry of the statutory retention period, the preserved documents may be destroyed.
Documents which are to be maintained for at least eight financial years:
a. Books of account together with the vouchers relevant to any entry in such books of account
b. Register of Debenture holders (including Foreign Register of Debentures) or Register for any other Securities issued by the Company, if any
c. Copies of all Annual Returns
d. Disclosure of Interest received from the Directors of the Company in the manner prescribed
e. Attendance Registers, Notices, Agenda, Notes on Agenda and other related papers of General Meetings, Board Meetings and various Committee Meetings
f. Instrument creating a Charge or modifying a Charge, if any
g. Changes to the Memorandum of Association and the Articles of Association, if any
h. Register of deposits accepted or renewed, if any
i. Tax Records - Tax records including, but not limited to documents concerning tax assessment, tax filings, proof of deductions, tax returns, appeal preferred against any claim made by the relevant tax Authorities, shall be maintained for a period of 8 years or for a period of 8 years after a final Order has been received with respect to any matter which was preferred for Appeal, as the case may be
MODE OF MAINTENANCE
The Company shall maintain these records either in physical or electronic mode. The applicable provisions of law, rules and regulations with regard to electronic maintenance of records shall be adhered to.
All the records shall be maintained as per the prescribed formats, if any, as amended from time-to-time under the various rules and regulations.
DISPOSAL AND DESTRUCTION OF RECORDS
After the expiry of the Statutory retention period, the preserved documents may be destroyed. Destruction of documents as a normal administrative practice shall be followed for the records which are duplicate/unimportant/irrelevant.
This applies to both Physical and Electronic Documents. The documents may be destroyed as follows:
a. Recycle non-confidential paper records;
b. Shred or otherwise render unreadable confidential paper records; or
c. Delete or destroy electronically stored data.
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ANTI-BRIBERY AND ANTI-CORRUPTION POLICY SUN TV NETWORK LIMITED
1. PREAMBLE
The Anti-bribery and Anti-Corruption Policy (“Policy”) of Sun TV Network Limited (“SUN TV”) has been developed in alignment with SUN TV’s code of conduct for employees, various policies (including whistle blower policy, policy on management of conflict of interest), rules and regulations adopted by SUN TV and in conformance with the legal and statutory framework of anti-bribery and anti-corruption legislation prevalent in India. The Policy reflects the commitment of SUN TV and its management for maintaining highest ethical standards while undertaking open and fair business and culture, following the best practices of corporate governance and enhancing the SUN TV’s reputation at appropriate levels.
2. PURPOSE
• This Policy emphasizes SUN TV’s zero tolerance towards bribery and corruption practices.
• The policy provides information and guidance on how to recognise and deal with bribery and corruption issues.
• The Policy also provides necessary information and guidance on how to recognise and deal with bribery and corruption issues.
• To provide information and guidance to those working for us, including but not limited to our entire supply chain and any third party (or their affiliated enterprises conducting business with the Company) on how to recognize and deal with bribery and corruption issues.
3. GOVERNANCE
• Chief Compliance Officer shall undertake periodic review and update this policy to reflect applicable law(s) and /or latest notifications released by the regulating authorities from time to time.
• Any changes to this Policy shall be tracked and documented for future reference and all changes shall be performed by the Chief Compliance Officer only after prior approval of the Board of Directors.
• Chief Compliance Officer shall monitor the effectiveness and review the implementation of the compliance principles set forth in this Policy, regularly considering its suitability, adequacy and effectiveness.
• Associates are responsible for the successful implementation of the principles set forth in this policy and should ensure they use it to disclose any suspected concern or wrongdoing.
• Any violation of this policy may have significant consequences, including potential prosecution, fines and other penalties for improper conduct, as well as imprisonment and/or disciplinary action up to and including termination of the concerned.
4. SCOPE
This Policy applies to all Stakeholders, or any other person associated with SUN TV and who may be acting on behalf of SUN TV.
This Policy sets out the basic minimum standard that must be followed at all times. Where any local regulations are stricter than this Policy, they will take precedence over this Policy.
DEFINITIONS
i. Anything of Value covers just about any form of benefit, which includes, but is not limited to:
- ✔ Cash or cash equivalents (pre-loaded cards, gift cards etc.), loans, gifts or prizes;
- ✔ Employment offers or promises of future employment (to an individual or any of his/her relatives);
- ✔ Favourable terms on a product or service or product discounts;
- ✔ Entertainment/hospitality (payment of travel, hotel or restaurant bills, living expenses, or costs of trips or resort stays);
- ✔ Use of vehicles or vacation homes;
- ✔ Discounted or free premium tickets to events;
- ✔ Services, personal favors, or home improvements;
- ✔ Sponsorships;
- ✔ Political or charitable donations
ii. Bribe/ Bribery means the offering, promising, giving, receiving, soliciting or accepting of a financial or other advantage, or anything of value, with the intention of influencing or rewarding the behaviour of a person in a position of trust to perform a public, commercial or legal function to obtain or retain a commercial advantage. Bribes are payments made in the form of money or anything of value in return for a business favour or advantage. For
iii. Corruption is dishonest behaviour by those in positions of power, such as managers or Government Officials. Corruption can include giving or accepting bribes or inappropriate gifts, under-the-table payments or benefits, diverting funds, laundering money, and defrauding investors.
iv. Facilitation Payments: Facilitation payments are unofficial payments made to secure or expedite a routine government action by a Government Official. These include small payments made, directly or indirectly, to Government Officials for the purpose of expediting or securing routine, non-discretionary government action, such as securing a business permit or license, customs invoice or visa, or providing services like police protection.
v. Government Official: Government Official refers to any ‘public servant’ as defined under the Indian Prevention of Corruption Act 1988, including inter alia the following:
- ✔an officer, employee, agent, or other individual, regardless of rank or title, acting in an official capacity for or on behalf of central government, state government, local authority or establishments under the control of such government (including any official adviser to the government), its departments, agencies, or instrumentalities, including governmentor state-owned or controlled entities (e.g., national oil company, state-run utility, public hospital, sovereign wealth fund);
- ✔ any judge, including any person empowered by law to discharge, whether by himself or as a member of any body of persons, any adjudicatory functions or any person authorized by a court of justice to perform any duty, in connection with the administration of justice, including a liquidator, receiver or commission appointed by such court;
- ✔ Any other person holding an office by virtue of which he is authorized or required to perform any public duty;
- ✔an officer, employee, agent or other individual, regardless of rank or title, acting in an official capacity for or on behalf of a public international organization (e.g., the World Bank or the United Nations);
- ✔ any political party, officer, employee, or agent of a political party, or party official; or
- ✔; any candidate for political office.
vi. Stakeholders: Shall mean to include but not limited to individuals, directors, employees working at all levels and grades (whether permanent, fixed term or temporary), consultants, contractors, trainees, seconded staff, casual workers and agency staff, interns, agents, business partners, vendors, service providers, suppliers, contractual staff, apprentices, direct selling agents, and any other person / entity acting for and on behalf of SUN TV.
5. FORMS OF BRIBERY THAT POSE THE GREATEST RISK
5.1.Bribes
- ✔ SUN TV prohibits all forms of Bribery and corruption practices involving, but not limited to, Government Official or a private sector person or company.
- ✔ SUN TV conducts its business lawfully and ethically and expects every Stakeholder to conduct its business with integrity.
- ✔ SUN TV prohibits the making or accepting of Facilitation Payments of any kind for any favours to facilitate or expedite official business or work.
5.2.Gifts, hospitality and entertainment
- ✔No gifts including cash gifts, hospitality or entertainment may be offered or provided in exchange for any favour (or promise of any favour) for or benefit to SUN TV under any circumstances to any Government Official or any private person.
- ✔However, SUN TV acknowledges that exchange of nominal gifts or souvenirs of a nominal value (e.g., bouquets, pens, calendars, diaries etc.) which are customarily given on special events/ occasions and are infrequent in nature. In any case, such gifts shall not be lavish or in the form of cash or cash equivalents, and any such instances and offers or receipt (whether accepted or not by any person directly or indirectly) should be immediately reported to the Head-Human Resources. All persons need to exercise sound judgment in identifying inappropriate, frequent or material gifts and shall avoid the same to maintain integrity and independence.
- ✔Reasonable and appropriate hospitality is not prohibited, if the person offering it is in attendance. However, it shall be strictly limited to meals as may be offered (to and/ or received) and only if it is reasonable and justifiable in all circumstances, taking into account reason and nature, appropriate type, value, given at an appropriate time and not made with the intention of influencing or to obtain or retain business or a business advantage, or to reward the provision or retention of business or a business advantage, or in explicit or implicit exchange for favours or benefits.
- ✔While conducting business abroad, employees are advised to seek legal advice or guidance of Head-Human Resources or Corporate Legal Department before giving or accepting gifts, as the giving or acceptance of gifts may be construed to be unlawful under the local laws.
-
✔The giving or receipt of gifts by a Person is not prohibited, if:
- • it is not made with the improper, quid pro quo intention of influencing a party to obtain or retain business or a business advantage, or to reward the provision or retention of business or a business advantage, or in explicit or implicit exchange for favours or benefits;
- • It complies with this Policy and all applicable local laws;
- • it is given in the name of the Company and not in the name of the employee;
- • it does not include cash or a cash equivalent (such as gift certificates or vouchers);
- • it is appropriate in the given circumstances and is reasonable and justifiable;
- • it considers the reason for the gift; it is of an appropriate type and value (refer to Policy on Gifts and Entertainment for further guidance) and given at an appropriate time;
- • it is given openly, not secretly; and
- • it is not offered to, or accepted from, government officials or employees, or politicians or political parties, without the prior approval of the Line Manager/General Counsel.
5.3.Stakeholders
- ✔As may be applicable, a Stakeholder appointed to act on behalf of SUN TV must be selected on the basis of their commercial and technical expertise and SUN TV’s need for the products or services. No person or entity may be appointed on the basis of a relationship with a Government Official, government department or business associate, or because of a family connection or friendship. Prior to entering into a relationship, SUN TV requires its employees to conduct appropriate due diligence in accordance with its procedures to ensure that such a stakeholder is a legitimate service provider and to identify circumstances suggesting that such stakeholder has not engaged or may not be engaging in illegal or unethical conduct. Any red flags discovered prior to commencement or during the course of the business relationship must be reported to the Head-Human Resources for further investigation. Should any employee / Person discover any illegal or unethical conduct by such stakeholder, he / she should report this to the Head-Human Resources at the earliest.
- ✔ SUN TV has zero tolerance for any conduct by any external entity in contravention of this Policy or any anti-bribery and anti-corruption law. SUN TV and its employees may be subject to civil and / or criminal liability if such stakeholder, including contractors, suppliers, distributors, joint venture partners and other business partners, engage in any activity violating this Policy or any anti-bribery and anti-corruption law.
- ✔ As may be applicable, a stakeholder, at the start of any relationship with SUN TV are required to be in compliance with the applicable anti-bribery and anticorruption laws and shall comply with this Policy.
5.4.Charitable Donations
The Company shall ensure that charitable contributions and sponsorships are not used as a vehicle for bribery. We shall publicly disclose all our charitable contributions and sponsorships and ensure that all such transactions are legal and ethical under local laws and practices
5.5.Political Contributions
The Company upholds its commitment to not support any specific political party or have any political affiliation. No political contributions shall be made on behalf of the Company either directly or indirectly to any political party or for any political purpose without the prior approval of the Board of Directors. No employee shall use his job title or Company affiliation in connection with political activities.
6. RESPONSIBILITY OF EMPLOYE
All employees shall ensure that they have read and understood this Policy and must at all times comply with its requirements.
The prevention, detection and reporting of bribery and other forms of corruption are the responsibility of all those working for the Company or under its control. All employees are required to avoid any activity that might lead to, or suggest, a breach of this Policy.
Employees shall notify their Line Manager or consult the Ethics Officer, as soon as possible, if they believe or suspect or have a reason to believe or suspect, that a breach of this Policy has occurred, or may occur in the future.
An employee who breaches any terms of this Policy shall face disciplinary action, up to and including dismissal. The Company reserves the right to terminate a contractual relationship with third parties or associated persons if they breach this Policy. The Company may also report the matter to relevant authorities
7. WHISTLEBLOWING
Employees who refuse to accept or offer a bribe, or those who raise concerns or report another’s wrongdoing, are sometimes worried about possible repercussions. The Company encourages openness and supports anyone who raises genuine concerns in good faith under this Policy, even if they turn out to be mistaken. If a violation of the relevant laws or policies is proven, appropriate action shall be taken.
Sun TV shall not tolerate retaliation in any form against anyone for raising concerns or reporting what they genuinely believe to be improper, unethical or inappropriate behaviour. All reports shall be treated confidentially.
The Company is committed to ensuring no one suffers any detrimental treatment as a result of refusing to take part in bribery or corruption, or because of reporting in good faith their suspicion that an actual or potential bribery or other corruption offense has taken place or may take place in the future. Detrimental treatment includes dismissal, disciplinary action, threats or other unfavourable treatment connected with raising a concern. If you believe that you have suffered any such treatment, inform the Ethics Officer immediately.
9. REPORTING VIOLATIONS
- ✔All Stakeholders are encouraged to raise concerns about any issue or suspicion of noncompliance with this Policy to HR Head. If they are unsure whether a particular act constitutes Bribery or corruption, they should immediately contact the Head of the Human Resources.
- ✔SUN TV aims to encourage genuine reporting of non-compliance and will support anyone who raises concerns in good faith under this Policy.
- ✔SUN TV endeavours that no one suffers any detrimental treatment as a result of refusing to take part in Bribery or corruption, or because of reporting in good faith their suspicion of an actual or potential Bribery or other corruption related offence.
- ✔SUN TV will investigate all allegations relating to corruption and Bribery and take legal or disciplinary action as may be deemed appropriate. All reports under this Policy would receive confidential treatment and SUN TV would protect the identity of any person who reports a suspected violation. SUN TV will prefer that persons identify themselves to facilitate investigation of any report. However, in case the concerned person wishes to report anonymously, he/she may do so. SUN TV will also use its best efforts to protect the identity of the person about or against whom an allegation is brought, unless and until it is determined that a violation has occurred.
- ✔Any use of the reporting procedures in bad faith or in a false or frivolous manner will be considered a violation of the code of conduct, and the reporter may be subject to disciplinary action, up to and including termination.
10. ENFORCEMENT - DISCIPLINARY APPROACH
The Company’s ABAC Policy shall be promoted and enforced consistently throughout the Company with clear and consistent disciplinary consequences to anyone who violates the Policy.
All employees are expected to comply with the laws, rules and regulations of the countries in which we operate and that apply to their day-to-day activities, as well as our own internal policies, standards and procedures. Appropriate consequences would follow any failure to meet the Company’s standards or applicable laws and regulations, up to and including termination of employment in appropriate circumstances, forfeiture of deferred compensation awards and other forms of discipline that the Company deems appropriate in the circumstances, subject to local laws and regulations.
11. TRAINING & COMMUNICATION:
- ✔Training on this Policy shall form part of the induction process for new employees at all levels working in those areas of the Company that are seen as susceptible to ABAC risk. All existing employees in such areas, at all levels, shall receive regular, relevant training on how to implement and adhere to this Policy.
- ✔The Company’s zero-tolerance approach to bribery and corruption shall be communicated to all third parties at the outset of the Company’s business relationship with them and as appropriate thereafter. Wherever possible, all such third parties shall also be sent a copy of this Policy at the outset of the said business relationship and periodically throughout the term of the relationship.
- ✔A copy of this Policy is available on SUN TV’s website(www.suntv.in).
12. RESTRICTIVE PRACTICES
Illustrative list of acts / practices that are restricted / prohibited under this Policy shall include but not be limited to:
i. Dishonest misappropriation of property / money, criminal breach of trust and cheating, as defined under Indian Penal Code 1860 (“IPC”);
ii. Receiving or giving bribe;
iii. Acceptance / giving of gifts over and above the extent and the manner as allowed in this Policy;
iv. Gifts on behalf of SUN TV, its employees and other stakeholders in the form of cash or kind, in any currency;
v. Charity or sponsorship in order to obtain commercial advantages;
vi. Participation / contribution in / to political activities in contravention of this Policy;
vii. Payment of any costs for Government Officials and their relatives (or in their interests);
viii. Any other unethical act or omission; and
ix. To use partners, agents, joint ventures, intermediaries, or other persons for any actions that are contrary to the principles and requirements of the Policy or the rules of the applicable anti-bribery and anti-corruption law.
CYBER SECURITY POLICY SUN TV NETWORK LIMITED
PREAMBLE
Cyberspace is a complex environment consisting of interactions between people, software, and services, supported by worldwide distribution of Information and Communication Technology (ICT) devices and networks. In the light of the growth of IT in the sphere of business, providing right kind of focus for creating secure computing environment and adequate trust & confidence in electronic transactions, software, services, devices and networks, has become one of the compelling priorities. The protection of information infrastructure and preservation of the confidentiality, integrity and availability of information in cyberspace is the need of the hour. The objective of this policy is to ensure proper access to and usage of IT resources and prevent their misuse by the users.
PURPOSE
The purpose of the policy is to maintain the privacy of and protect the personal information of employees, contractors, vendors, interns, associates, customers and business partners and ensure compliance with laws and regulations applicable. Also, to protect information and information infrastructure from cyber incidents through a combination of processes, guidelines, technology and cooperation. This policy governs the usage of IT Resources from an end user’s perspective.
This Policy defines what we want to protect and what we expect of our system users. It describes user responsibilities, such as protecting confidential information and creating nontrivial passwords and describes how we will monitor the effectiveness of our security measures.
SCOPE AND APPLICABILITY
This policy is applicable to all employees, contractors, vendors, interns, associates, customers, and business partners who may receive personal information, have access to personal information collected or processed, or who provide information to the organization regardless of geographic location.
All employees of Sun TV are expected to support the privacy policy and principles when they collect and / or handle personal information or are involved in the process of maintaining or disposing of personal information. This policy provides the information to successfully meet the organization’s commitment towards data privacy.
All partner firms and any Third-Party working with or for Sun TV, and who have or may have access to personal information, will be expected to have read, understand and comply with this policy. No Third Party may access to personal information held by the organization.
RESPONSIBILITIES
The owner for the Data Privacy Policy shall be the Data Privacy Officer. The Data Privacy Officer shall be responsible for maintenance and accuracy of this policy. Any queries regarding the implementation of this Policy shall be directed to the Data Privacy Officer.
This policy shall be reviewed for updates by Data Privacy Officer on periodical basis. Additionally, the data privacy policy shall be updated in-line with any major changes within the organization’s operating environment or on recommendations provided by internal/ external auditors.
POLICY COMPLIANCE
Compliance to the data privacy policy shall be reviewed on periodical basis by Privacy Review Team to ensure continuous compliance monitoring through the implementation of compliance measurements and periodic review processes. In cases where non-compliance is identified, the Data Privacy officer shall review the reasons for such non-compliance along with a plan for remediation and report them to Privacy Review Team. Depending on the conclusions of the review, need for a revision to the policy may be identified.
POLICY STATEMENT
➢ The Company will protect all its stakeholders’ interests by ensuring confidentiality, Integrity and continuous availability of information and information systems under its control which includes, but is not limited to electronic, print information etc., on servers, workstations, laptops, networking and communication devices, tapes, CDs, and information printed or written on paper or transmitted by any medium.
➢ The Company is committed to comply with all legal, regulatory, and contractual security obligations as may be applicable in cyberspace.
➢ The Company shall evaluate the business risk in information security perspective, prevent and reduce the risks to the maximum possible extent to avoid any undesired effects on business and Customers.
➢ The Company shall protect all Information from unauthorized access, use, disclosure, modification, disposal, or impairment whether intentional or unintentional, through appropriate technical and organizational security measures.
➢ The Company is committed to provide a virus free network and all Information processing systems will be auto updated with latest security patches from the manufacturer and loaded with an approved antivirus system.
➢ The Company shall provide framework to manage and handle security breaches, violations, and business disruptions.
➢ The Company shall ensure continuity of critical operations in line with business and contractual requirements.
➢ A comprehensive backup procedure will be implemented to protect the business transactions. Backup tapes are to be verified by restoring the data for integrity as per SOP.
➢ Only authorized and licensed software will be allowed to be installed on corporate systems.
➢ Company network will be always protected from the Internet through a firewall.
➢ All third-party partners dealing with the Company who use IT information assets will be asked to sign a non-Disclosure agreement (NDA)
➢ All servers to be located in a secured area with restricted access.
➢ All information assets used in production will have either warranty or a support contract from the authorized vendor/ partner.
➢ Disposal of media, any information processing systems will follow the E-waste policy.
➢ All changes in the information processing system will be managed through the change control process.
POLICY - CONCEPTS & GUIDELINE
1. Confidentiality
The assurance that sensitive information remains private and is not visible to an eavesdropper. Confidentiality is critical to total data security. Encrypting data by using digital certificates and Secure Socket Layer (SSL) or virtual private network (VPN) connection helps ensure confidentiality when transmitting data across untrusted networks.
2. Auditing security activities
Monitoring security-relevant events to provide a log of both successful and unsuccessful (denied) access. Successful access records tell who is doing what on your systems. Unsuccessful (denied) access records tell either that someone is attempting to break your security or that someone is having difficulty accessing your system.
3. Authentication of Access:
All devices on the network of Sun TV Network Limited (“Company”) should not be accessible without proper authentication. Authentication for access of the Company’s computer networks shall be obtained after following the due process and procedure as prescribed by the IT team.
The assurance or verification that the resource (human or machine) at the other end of the session really is what it claims to be. Solid authentication defends a system against the security risk of impersonation, in which a sender or receiver uses a false identity to access a system. Traditionally, systems have used passwords and usernames for authentication; digital certificates can provide a more secure method of authentication while offering other security benefits as well. When system is linked to a public network like the Internet, user authentication takes on new dimensions. An important difference between the Internet and intranet is the ability to trust the identity of a user who signs on. Consequently, one should consider seriously the idea of using stronger authentication methods than traditional username and password logon procedures provide. Authenticated users might have different types of permissions based on their authorization levels.
4. Authorization:
Authorization implies assurance that the person/computer at the other end of the session has permission to carry out the access authentication request. Authorization is the process of determining who or what can access system resources or perform certain activities on a system. Typically, authorization is performed in context of authentication.
5. Integrity:
Integrity would imply the assurance that the arriving information is the same as what was sent out. Understanding integrity requires to understand the concepts of data integrity and system integrity.
- a) Data integrity: Data is protected from unauthorized changes or tampering. Data integrity defends against the security risk of manipulation, in which someone intercepts and changes information to which he or she is not authorized. In addition to protecting data that is stored within our network, we might need additional security to ensure data integrity when data enters our system from untrusted sources. When data that enters our system comes from a public network, we need security methods so that we can perform the following tasks: • Protect the data from being sniffed and interpreted, typically by encrypting it.
- • Ensure that the transmission has not been altered (data integrity).
- • Prove that the transmission occurred (nonrepudiation). In the future, you might need the electronic equivalent of registered or certified mail.
- b) System integrity: Our system provides consistent and expected results with expected performance. For the OS operating system, system integrity is the most commonly overlooked component of security because it is a fundamental part of OS architecture.
6. Security Incident Management Process:
- a) A security incident is defined as any adverse event that can impact the availability, integrity, confidentiality and authority of data owned by the Company.
- b) IT Department reserves the right to deactivate/remove any device from the network if it is deemed as a threat and can lead to a compromise of the system.
7. Use of IT Devices:
IT devices (Desktops, Printers, Scanners, Standalone PCs and other electronic devices connected to our network) issued by the Company to a user should be primarily used for official purposes and in a lawful and ethical manner.
8. E-mail Access from the Company’s Network:
- a) E-mail service authorized by the Company should only be used for official correspondence.
- b) All incoming SMTP e-mails will be scanned for spam and virus infection.
9. Access to Social Media Sites from the Company’s Network:
- a) Use of social networking sites by employees is governed by the IT Department. User should comply with all the applicable provisions under this policy while posting any data pertaining to the Company on social networking sites.
- b) User should adhere to the “Terms of Use” of the relevant social media platform/website, as well as copyright, privacy, defamation, discrimination, harassment and other applicable laws.
- c) User should report any suspicious incident as soon as possible to the IT Department.
- d) User should always use high security settings on social networking sites.
- e) User should not post any material that is offensive, threatening, obscene, infringes copyright, defamatory, hateful, harassing, bullying, discriminatory, racist, sexist, or is otherwise unlawful.
- f) User should not disclose or use any confidential information obtained in their capacity as an employee/contractor of the organization.
- g) User should not make any comment or post any material that might otherwise cause damage to the organization’s reputation.
10. Filtering and blocking of sites:
- a) IT Department may block content over the Internet which is in contravention of this policy and other applicable laws of the land in force which may pose a security threat to the network.
- b) IT Department may also block content which, in the opinion of the organization concerned, is inappropriate or may adversely affect the network security and productivity of the users/organization.
GUIDELINES COVERED UNDER THIS POLICY
a) Policy and Guidelines on the Use of IT Resources: This governs the usage of IT Resources from an end user’s perspective. Guidelines supports the implementation of this policy by providing the best practices related to use of desktop devices, portable devices, external storage media and peripheral devices such as printers and scanners.
b) E-mail Policy: This governs the usage of email services provided to employees.
c) Password Policy: The purpose of this policy is to establish a standard for creation of strong passwords, the protection of those passwords, and the frequency of change of passwords.
d) Policy on Adoption of Open-Source Software. This will encourage the formal adoption and use of Open-Source Software (OSS)
e) Backup Policy for Servers: The purpose of this policy is to provide consistent rules for backup management to ensure backups are available when needed.
POLICY COMPLIANCE AND DISSEMINATION
a) It is the responsibility of all employees to adhere to the policy and the management has all rights to take disciplinary action in case of its violation.
b) All employees of the organization are necessarily to be aware of the Information Security Policy of the organization.
c) Employees while operating from remote/outside organization network should strictly connect via VPN for accessing Applications and Corporate Network.
d) All employees should implement appropriate controls to ensure compliance with this policy by their users.
e) IT Department will ensure resolution of all incidents related to the security aspects of this policy by their users.
f) Users should not install any network/security device on the network without consultation with the Implementing Department
g) The IT Department should ensure that training and awareness programs on use of IT resources are organized at regular intervals. To ensure security awareness amongst Employee to enable them to meet their security obligations. It Department should ensure proper dissemination of this policy. IT Department may use newsletters, banners, bulletin boards, corporate Websites and Intranet etc. to increase awareness about this policy amongst their users.
h) Orientation programs for new recruits should include a session on this policy.
MONITORING AND REVIEW:
The Company shall have the right to audit networks and systems at regular intervals, from the point of compliance to this policy. The Company for security related reasons or for compliance with applicable laws, may access, review, copy or delete any kind of electronic communication or files stored on devices under intimation to the user. This includes items such as files, e-mails, and Internet history etc. Monitoring and review of this policy is governed by IT department. A periodic reporting mechanism to ensure the compliance of this policy should be established by the IT Department.
Any security incidents, security weaknesses and infringement of the policy actual or Suspected, are reported, investigated by the designated SOC team and appropriate corrective and preventive action initiated.
The Managing Director in consultation with the IT- Head is authorized to make modifications to this policy as and when deemed necessary and appropriate to ensure the ends of the policy being served.
REPORTING AND REMEDY
Any questions or concerns on matters concerning Cyber Security shall be reported to IT- Head, Corporate. Sun TV assures through this policy that any Cyber Security Matters resulting from or caused by the Company’s business activities shall be appropriately and adequately remedied in a timebound manner.
CONCLUSION
This cyber security policy is designed to protect the company's information technology systems and data from cyber threats. All employees are expected to follow this policy and report any suspicious activity to the IT department immediately. The company will review and update this policy regularly to ensure that it remains effective in protecting the company's data and systems.
STAKEHOLDER GRIEVANCE REDRESSAL POLICY SUN TV NETWORK LIMITED
INTRODUCTION
Sun TV Network Limited (hereinafter called as “Sun TV”) recognizes and appreciates that engagement with and active cooperation of its stakeholders is essential for the Group’s strong business performance on a sustainable basis as well as to achieving and maintaining public trust and confidence in the Group.
This policy is founded on the principles of transparency, active listening, and equitable treatment that favours a consultative and collaborative engagement with all of its Stakeholders by means of effective and responsive communication that makes it possible to forge relations based on trust on an ongoing basis.
SCOPE
This stakeholder engagement and grievance redressal policy outlines Sun TV ‘s overarching approach to engagement and coordination with our stakeholders. This policy has been put in place to ensure that the stakeholder engagement is applied consistently across all Sun TV operations.
This policy:
- • sets out principles for engagement with our stakeholders.
- • forms part of the group’s operating philosophy, policies, standards and values
- • applies to all Group entities and within each entity, to all departments, branches and business units, regarding all their activities and interactions with stakeholders
- • is monitored annually for compliance by the Group Risk and Compliance Team and by the Board Audit, Risk and Compliance Committee
- • supports and should be read in conjunction with the Group’s policies on ethics, external communication, reputation management, social and environmental risk and corporate social responsibility and investment.
EFFECTIVE DATE
This Policy shall come into force on 19th May 2023.
PURPOSE
The purpose of the policy is:
- • to set out a method of engagement with stakeholders who impact and influence our longterm resilience.
- • to develop and promote a good understanding of stakeholders needs, interests, and expectations.
- • to provide guidance on how the Group should be engaging with its stakeholders so as to strengthen and maintain relationships with its stakeholders.
- • to identify the opportunities and threats arising from stakeholders’ material issues.
- • to assist with strategic, sustainable decision-making; and
PRINCIPLES
In its relations with stakeholders, the Group accepts and promotes the following basic principles:
- 1. Development of a responsible business model in order to be an innovative, transparent, integrating, open, and committed capable of creating sustainable value for all its Stakeholders on a shared basis therewith.
- 2. Maintenance of a strategy of strong involvement in the communities in which it operates.
- 3. Allocation of the necessary resources to the proactive, continued, and systematic establishment of fluid channels for dialogue with Stakeholders, in order to establish balanced relationships between corporate values and social expectations, taking into account their interests, concerns, and needs.
- 4. The Company is responsible for designing, approving, and overseeing the Stakeholder relations strategy.
- 5. As a general rule, the Group companies establish relations with their Stakeholders in accordance with the principle of subsidiarity, such that the Group Company that is closest to the Stakeholder is primarily responsible for interaction in each case.
- 6. The Group disseminates significant and reliable information on its performance and activities and annually prepares and publishes financial and non-financial information on its activities, following a generally accepted method in the case of non-financial information, and subjecting such information to independent external verification, if appropriate.
ACCOUNTABILITY & GRIEVANCE PROCEDURE
Stakeholder engagement is decentralized within Sun TV so there is not a single team that manages all relationships and queries or concerns from stakeholders. The employees are accountable for managing relationships and meeting expectations of internal and external stakeholders within their areas of responsibility.
REVIEW OF POLICY
The Board will review this Policy every so often and as required to ensure it remains consistent with the Board’s objectives and responsibilities.
GRIEVANCE REPORTING CHANNEL
Stakeholders can send any concerns or grievances at the below dedicated email: tvinfo@sunnetwork.in. In order to enable us to efficiently address your grievance/complaint, we request you to highlight issues specific to grievance only on the abovementioned email ID.
REVIEW AND MONITORING
a) The Management of the Company shall be directly responsible for compliance with this policy and to ensure that all stakeholder complaints are addressed to in fair and timebound manner to the satisfaction of such stakeholders.
b) All documents and correspondence involved shall be maintained in strict confidence by the complainant as well as the Company until such period the Company Secretary deems fit. Remedies and status of complaints shall be effectively communicated wherever necessary or as requested whilst protecting the identity of those involved.
c) The Managing Director is authorized to make modifications to this policy as and when deemed necessary and appropriate to ensure the ends of the policy being served.
REPORTING AND REMEDY
a) Stakeholders can send any concerns or grievances at the below dedicated email:tvinfo@sunnetwork.in tvinfo@sunnetwork.in In order to enable us to efficiently address your grievance/complaint, we request you to highlight issues specific to grievance only on the above-mentioned email ID.
b) Sun TV assures through this policy that any concerns raised by Company’s stakeholders shall be appropriately and adequately remedied in a time-bound manner.
Contact information of the designated official of the Company who is responsible for assisting and handling investor grievances
Mr. R. Ravi
Company Secretary and Compliance Officer
Sun TV Network Limited
Murasoli Maran Towers
73, MRC Nagar Main Road, MRC Nagar,
Chennai - 600 028, Tamil Nadu, India.
Tel: +91 44 4467 6767
Fax: +91 44 4067 6161
Email: tvinfo@sunnetwork.inMr. Arunkumar
KFin Technologies Limited
Karvy Selenium Tower
B, Plot No. 31 & 32, Financial District
Gachibowli, Hydrabad - 500 032
Tel: +91 40 6716 2222
Fax: +91 40 2300 1153
Email: einward.ris@karvy.com