Supplier Code of Conduct

Purpose

OIT’s supplier code of conduct outlines the expectations from its direct and indirect value chain partners to be committed to conducting their business in an ethical, legal, and socially responsible manner. OIT requires its suppliers to comply with all applicable laws and regulations and in addition operate in accordance with the principles and requirements outlined in this code.

Scope

The Code extends to all suppliers who do business with OIT (and SPVs) and includes contractors, sub-contractors, vendors, consultants, agents, business partners, collaborators, and others that work for or supply goods and services to OIT, including their personnel (employees or sub-contractors). Suppliers shall include a company or firm/proprietor or any of its directors, officers, employees, representatives, agents, affiliates, or other persons acting on behalf of the company, firm, or proprietor or any of its affiliates.

Policy Statements

• OIT shallcommit to operating its businesses conforming to the highest moral and ethical standards.
•  OITs’ suppliers shall strive to achieve the highest standards of ethics, business conduct, working conditions, and environmental management. OIT shall have the right to terminate any supplier if there is any adverse observation, comment, penalty, or action taken against the suppliers that could potentially tarnish the reputation of OIT in its effort to comply with relevant and applicable standards.
• In the vendor evaluation process, procurement and all other involved departments shall use the (ESG) criteria to evaluate the suppliers’ eligibility and performance.
• Suppliers, vendors, and contractors shall be assessed on a regular basis by OIT for ensuring their compliance with the required ESG criteria, and those with lower ESG maturity or compliance levels could be excluded from consideration for future business with OIT.
• OIT expressly retains the right to unilaterally modify or amend this Code, at its sole discretion, with or without prior notice to Suppliers.

Environmental, Health and Safety Requirements

• OIT shall remain committed to protecting the environment and improving resource efficiency within its operations.
• Supplier shall comply with all relevant environmental laws and regulations. In case of non-compliance, OIT reserves right to take required action under the provisions of the contract.
• Supplier is encouraged to develop and implement practices that reduce negative environmental impacts and have processes in place to optimize the use of natural resources, reduce the release of harmful emissions in the environment and produce environmentally compatible products and services which have extended product life, recyclability, reusability, and use of recycled content.
• Supplier shall strive for environmental sustainability, particularly regarding the reduction of greenhouse gas emissions, water stewardship, energy consumption, biodiversity preservation, minimum/no use of toxic substances, and minimum and environmentally compatible and recyclable packaging.
• Management Systems:Suppliers shall adopt Environment, Quality & Safety Management System in line with ISO Systems (9001, 14001 & 45001)- as deemed appropriate. The Management System adopted to address Environment; Quality & Safety should be certified by a reputed third-party agency. The supplier shall have effective emergency response program for their activities ensuring safety and regulatory requirements.

Social Requirements

OIT is firmly committed to respecting and protecting human rights in every aspect of its business.

• Statutory Compliances: Suppliers are expected to protect the human rights of their employees/workers/neighboring communities and to treat them with dignity and respect and in this regard, the Suppliers warrant that, in all of their activities they shall operate in full compliance with the laws, rules and regulations of the location(s) in which they operate and shall ensure not to use any form of forced, bonded, indentured or child labour and ensure fair treatment, anti-discrimination and payment of minimum wages to employees. OIT will continue to ensure implementation of prevailing statutory compliances in all our projects, and it is essential that our Suppliers comply with all the regulatory and statutory requirements without any deviation. Contracts will be terminated at the cost and risk of Suppliers if any instance of statutory non-compliances are noticed/reported.
• Safety & Health Practices: The Suppliers are expected to keep up best of the Safety & Health practices and any reportable incident or non-compliance will be dealt with the provisions of the Contract.
• Labour Laws: Suppliers must warrant that they are strictly against human trafficking. Suppliers must ensure their operations are in compliance with the International Labour standards and that no prohibited labour practices are conducted across their operations. The suppliers must comply withthe Minimum Age Convention, 1973 and eliminate worst forms of child labour, including all forms of slavery or practices like slavery, such as the sale and trafficking of children, debt bondage and serfdom and forced or compulsory labour. The Suppliers shall be in compliance with OIT’s Human Rights Policy.

Governance Requirements

• Data Privacy and Security: Suppliers shall comply towards the applicable requirements pertaining to data security and confidentiality of the data shared by OIT as part of business requirements. The Supplier indemnifies OIT or its associates from any or all implications due to such data breach with the Supplier. The Suppliers shall follow the policy as mentioned in the Data Privacy and Security Policy.
• Tax-related Compliances: The Suppliers shall comply with all Tax related requirements including but not limited to GST, Income Tax, Royalty, Cess, surcharge and/ or any other tax/ duty as applicable for the work/ services that are being taken up.
• Transparency in Business Transaction/ Accounting:  The Suppliers are expected to be transparent in their bookkeeping/ accounting process and shall be willing to share the ledgers/ tax compliances and payments details with OIT on as and when required basis.
• Bribery and Corruption: OIT shall neither involve themselves in payment of bribe, kickbacks nor allows its Suppliers/third parties to involve in such activities. Suppliers shall not engage in any form of bribery, corruption, extortion, or embezzlement. Suppliers will implement monitoring and enforcement procedures to ensure compliance with anti-bribery and anti-corruption laws. OIT has whistle-blower policy[Link], the Supplier may follow as required.
• Conflict of Interest: It is essential for the Suppliers to identify the possibilities, prevent wherever possible and manage the potential conflicts of interest. OIT expects Suppliers to continually review and avoid potential conflicts of interest. It is a mandatory requirement for Suppliers to check and declare potential conflict of interest on any activity, interest or relationship that could give rise to conflict of interest. Suppliers hereby indemnify OIT or its Clients from any or all issues pertaining to conflict of interest if the issue is not notified to OIT before entering in a Contract.

Value Chain Mapping and Supplier Assessments

• OIT will carry out value chain mapping through independent and competent Agency for its operations and business relationships of SPVs in regular intervals and identify high risk areas or suppliers. The recommendations from this assessment will guide the Supplier screening, assessment, and monitoring process.
• A Sustainability Committee is to be established comprising of the CEO, Compliance Officer, and EHS & Sustainability Lead. The committee will be responsible for supplier pre-screening, short listing, and engagement process. Due diligence for each supplier will be conducted by the Sustainability team, and based on the findings, the final decision for onboarding a supplierrests with the Committee. All decisions are to be ratified by the CEO.
• Supplier pre-screening, short listing, and engagement process to include an assessment of Supplier’s business practices, compliance of ethical values, including the following criteria wherever relevant:
• Functional & Technical: Capability to take up the Supplies/ Works/ Services under the Contract and ability to comply with the requirements of OIT and its stake holders.
• Commercial: Competitive offer agreed by the Supplier in terms rates/ commercial terms and delivery timelines
• Statutory and Legal requirements: Ability to comply with the contractual requirements under the Contract.
• Financial Capability: Ability to invest and manage the cash flows required for taking up the assignments.
• Environmental Social Governance requirements:  Ability to comply with OIT’s ESG compliances and details.

Consequences for not meeting requirements of this code

Supplier shall monitor Supplier’s compliance with the principles outlined in this Code. OIT reserves the right to audit Supplier’s compliance with this Code and recommend time-bound corrective actions. If the expectations of this Code are not duly met by the Supplier, the business relationship shall be reviewed, and necessary actions may be taken subject to the terms of the governing contract(s.)

Review 

OIT shall setup a Sustainability and CSR Committee which shall be responsible for reviewing this policy periodically, to ensure effectiveness of the policy and recommend appropriate revisions to the Board for consideration and approval, if required. Additionally, the Sustainability and CSR Committee shall be responsible for value/supply chain mapping, screening, assessment and determining supplier onboarding standards.