Vigil Mechanism Policy

Last updated on: 17th September 2025

• Objective.

  Si Creva Capital Services Private Limited (hereinafter referred to as “Company”), a Non-banking Financial Company (“NBFC”) registered with the Reserve Bank of India and classified in the middle layer category, believes in conducting the affairs of the Company in a fair and transparent manner by adopting and promoting an ethical and professional work environment with highest standards of honesty and integrity.

  The Company has framed this Vigil Mechanism / Whistle Blower Policy (“Vigil Mechanism Policy” / “Policy”) to provide a framework through which all the Directors, Employees and other Stakeholders of the Company who can report their genuine concerns and actual / potential fraud, illegal / immoral actions or violations and/or any other reportable matters to the designated officials/audit committee appointed by the Board of Directors of the Company uninhibitedly, as provided under Section 177 of the Companies Act, 2013 (“Act”) read with Rule 7 of Companies (Meetings of Board and its powers) Rules, 2014.

• Definition.

  • “Act” shall mean the Companies Act, 2013 and the rules issued thereunder, as amended from time to time.
  • “Audit Committee” or “Committee” means the audit committee constituted by the Board of Directors of the Company in accordance with Section 177 of the Act read with Rule 7 of Companies (Meetings of Board and its powers) Rules, 2014 and Regulation 18 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 in alignment with the Master Direction – Reserve Bank of India (Non-Banking Financial Company – Scale Based Regulation) Directions, 2023 as amended from time to time.
  • “Board” or “Board of Directors” shall mean the board of directors of the Company.
  • “Company” means “Si Creva Capital Services Private Limited”.
  • “Director” shall mean a member of the Board of the Company.
  • “Employee” means every employee of the Company, including the Directors in the employment of the Company.

  • “Protected Disclosure” means a communication made in good faith that discloses or demonstrates information that may evidence unethical or improper activity including but not limited to the following and it should be factual and not speculative in nature.

    • Breach of the Company’s Code of Conduct, its internal policies and procedures of the Company;
    • Misuse/abuse of official position/authority of the Company;
    • Corruption and/or Bribery;
    • Breach of Business Integrity and Ethics;
    • Manipulation of Company data/records;
    • Breach of terms and conditions of employment and rules thereof;
    • Financial irregularities, including fraud, or suspected fraud;
    • Deliberate violation of laws/regulations, miscarriages of justice and criminal activity;
    • Gross Negligence or Wilful Misconduct causing substantial and specific danger to health, safety and environment of the Company;
    • Pilferage of confidential/propriety information;
    • Instances of leak of Unpublished Price Sensitive Information;
    • Gross Wastage/misappropriation of Company funds/assets; and
    • Any other act/matter which affects the interest of the Company adversely and has potential to cause financial and reputational loss to the Company.
  • “Subject” means a person against or in relation to whom a Protected dDisclosure has been made or evidence gathered during the course of investigation.
  • "Stakeholder" means any individual or entity having an interest in the business of the Company. Stakeholders may report concerns or issues to the Audit Committee of the Company as per the procedures defined herein.
  • “Vigilance Officer” means an officer of the Company designated by the Audit Committee to conduct detailed investigation under this Policy and to receive protected disclosure from whistle blowers, maintain record thereof, placing the same before the Audit Committee for its disposal and informing the whistle blower the results thereof.
  • “Whistle Blower” means any Employee or any other Stakeholder making a protected disclosure under this Policy before the Vigilance Officer or Audit Committee of the Company.

  Words or phrases not defined above or anywhere in this Policy shall have same meaning ascribed to them under the Act.

  Wherever appropriate in this Policy, a singular term shall be construed to mean the plural where necessary, and a plural term the singular. Similarly, any masculine term shall also be construed to mean the feminine or any other gender and vice versa.

• Who can report?

  Any Whistle Blower can report protected disclosure; freely and without fear of any retaliation; as such incidents, if not reported, would breach the trust and has potential to endanger the Company’s reputation.

  The role of Whistle Blower is to report incidents with genuine and reliable information . They should not act, on their own, as investigator(s) and conduct any investigation. They do not

  have a right to participate in any investigations other than as requested by the designated Vigilance Officer of the Audit Committee.

  The Policy also applies to the stakeholders engaged through external agencies, vendors, or contractors, provided that such stakeholders may only raise their concerns through the principals and owners of the respective external agencies.

• Coverage of the vigil mechanism.

  The Policy shall cover the disclosure of information specified under protected disclosure.

  Any other matters not covered under this Policy can be reported directly to complainant’s immediate reporting manager/supervisor or Human Resources contact. The reports/complaints concerning personal grievances, such as professional development issues, promotion, increments, incentives, salary (including full and final payout) or any form of employee compensation, personal grievance etc. shall not be covered for the purposes of this Vigil Mechanism Policy.

  The Policy shall not cover complaints from collections and sales executives that arise after any HR actions have been taken against them.

  Protection and Safeguards.

  The Audit Committee shall ensure:

  • protection of Whistle Blower and its witnesses, if any,
  • complete confidentiality of the Whistle Blower’s identity. The identity of the Whistle Blower will not be revealed without the Whistle Blower’s consent or unless the Whistle Blower himself/herself has made the details of the complaint either public or disclosed his/her identity to any other office or authority;
  • protection of any other employee assisting in the investigation or furnishing evidence, to the same extent as the Whistle Blower;
  • protected disclosure is acted upon within specified timeframes and no evidence is concealed or destroyed;
  • investigation is conducted honestly, neutrally and in an unbiased manner;

  • disciplinary actions are taken against anyone who conceals or destroys evidences related to protected disclosures made under this mechanism.

    The protection to Whistle Blower under this Vigil Mechanism Policy shall be provided only if:

    • The disclosure/ complaint has been made in good faith;
    • The Whistle Blower is not acting for personal gain; and
    • The Whistle Blower reasonably believes that information or any allegation contained in the complaint / disclosure, is substantially true.

    A Whistle Blower may report any violation of the above clause to the Vigilance Officer appointed on behalf of Audit Committee.

• Frivolous Complaints.

  • While the Company ensures that genuine Whistle Blowers will be accorded complete protection from any kind of unfair treatment, if any. Abuse of this protection by any Employee / Director by filing any false and bogus allegations/complaint with malafide intentions shall warrant disciplinary action.
  • The Audit Committee shall take suitable action against the complainant for any such frivolous complaint.
  • Any complainant, who makes any disclosure/reporting, which is subsequently found to be malafide, frivolous, baseless or malicious shall be disqualified from further reporting under this Vigil Mechanism Policy.

• Lodging of complaints/ Ethics Helpline.

  • All protected disclosures should be reported in writing by the complainant as soon as possible after the Whistle Blower becomes aware of the same so as to ensure a clear understanding of the issues raised.
  • The protected disclosure should be submitted in a closed and secured envelope and should be super scribed as “Protected disclosure under the Whistle Blowing Policy”. Alternatively, the same can also be sent through email with the subject.

  • The complainant shall make the complaint to the Vigilance Officer as specified below:

    Vigilance Officer (On behalf of the Audit Committee)
    Name of the Director	Krishnan Vishwanathan
    Designation	CEO and Managing Director
    Address	10th Floor, Tower 4, Equinox Park, LBS Marg, Kurla West, Mumbai 400070
    Email -id	whistleblower@sicrevacapital.com

  • If any complainant has any complaint / grievances against the Vigilance Officer they can reach out to the Executive Director. The contact details of the Executive director are as under:

    Name of the Director	Ranvir Singh
    Designation	Executive Director
    Address	10th Floor, Tower 4, Equinox Park, LBS Marg, Kurla West, Mumbai 400070
    Email -id	ranvir.singh@kissht.com

  • The Company shall not entertain anonymous/ pseudonymous disclosures. However, the Committee shall exercise its discretion to take up such cases.
  • The employee having any conflict of interest with the matter shall disclose his/her concern/interest forthwith and shall not deal with the matter.
  • The Whistle Blower shall have the right to access the chairperson of the Committee in appropriate or exceptional cases, and the chairperson of the Committee is authorized to prescribe suitable direction in this regard, as may be deemed fit by sending a complaint letter in a sealed envelope marked “Private and Confidential” to the Chairman of the Audit Committee at below address: “10th Floor, Tower 4, Equinox Park, LBS Marg, Kurla West, Mumbai 400 070, Maharashtra, India.”

• Investigation Procedure.

  All Protected Disclosures reported under this Policy will be thoroughly investigated by the Vigilance officer. The subject shall be provided an opportunity to refute the allegation(s) / prove their innocence / offer mitigating factor. The Vigilance officer shall prepare the incident report based on the information provided by the Whistle Blower and will share the incident report with the Audit Committee in next 10 (ten) business working days. The incident report must contain, to the extent possible, the following along with the accompanying evidence, to enable proper investigation of the reported incident

  • the date of occurrence and nature of the reportable matter;
  • the names of the employees to whom the reportable matter relates;
  • the relevant factual background concerning the reportable matter; and
  • the basis of such disclosure/reporting.

  The Audit committee shall decide who shall investigate into the same, constitute a quorum to investigate further and recommend suitable action to the board of Directors.

  The Audit Committee/ Vigilance Officer, if deems fit, may call for further information from the Whistle Blower or any other person who may be considered to hold relevant information with respect to the Protected Disclosure.

  The investigation shall be completed normally within 30 (“Thirty”) days from the receipt of protected disclosure.

  In case any member of the Audit Committee is the subject of the complaint or has perceived conflict of interest, the incident report would be sent to the remaining members of the Board of Directors.

  The Audit Committee, or member of the board of Directors formed to investigate any complaint who may have a perceived conflict will recuse themselves from further discussions or meetings on the subject.

  The Whistle Blowers may also directly report concerns to the board of Directors.

  For any complaints made to the Board of Directors directly, it is mandatory for the Whistle Blower to disclose their identity and provide their contact information. The Board of Directors may choose to discuss the matter with the Whistle Blower prior to initiating any review or investigation.

• Decision.

  If an investigation leads to a conclusion that an improper or unethical act has been committed, the Audit Committee shall recommend to the board of Directors to take such disciplinary or corrective action, as it may deem fit within 1 (one) month from the date of receipt of such complaint.

• Reporting:

  The Vigilance officer shall submit a report to the Chairman of the Audit Committee on a regular basis about all Protected Disclosures referred to him/her since the last report together with the progress / results of investigations, if any.

• General.

  All the relevant documents namely complaint or the gist of oral complaint, as the case may be, information/ document obtained during the investigation as evidence, including from witness, if any shall be fully secured to avoid any tampering and shall be preserved for a minimum period of seven (7) years from the date of the closure report or the investigation report, as the case may be.

  Any or all the provisions of this Vigil Mechanism Policy would be subject to revision/amendment in accordance with the guidelines on the subject as may be issued by Government, from time to time. The Company also reserves the right to amend or modify, suo moto, this Vigil Mechanism Policy in whole or in part, at any point of time. Any amendment to the Policy shall take effect from the date when it is approved by the Audit Committee and Board of Directors of the Company.

  The conditions or terms of this Vigil Mechanism Policy can be modified/ amended, cancelled or added in writing with the approval of Board of the Company. However, in the event of any conflict between the contents of this Vigil Mechanism Policy and the Act, the provisions of the Vigil Mechanism Policy shall supersede so long as there is no non-compliance with the provisions of the Act.

  The Vigil Mechanism Policy will be displayed on the website of the Company.

For Si Creva Capital Services Private Limited