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TSS-HR-01 · People & workplace

Code of Conduct and Ethics

How we behave with clients and with each other, including conflicts of interest, gifts and bribery.

Version 1.0 · Effective 1 September 2026

Code of Conduct and Ethics

This code describes how we expect everyone at TSS to behave: with clients, with each other, and when nobody is watching. Most of it is common sense. We have written it down so that nobody has to guess where the lines are.

Document

Policy number

TSS-HR-01

Version

1.0

Effective from

1 September 2026

Next review

March 2027

Owner

Human Resource Team

Approved by

Board of Directors

Applies to

Every employee, including trainees during induction, and every intern, including interns under 18. Contractors while they work with us. Directors are held to the same standard.

Issued by

Thakur Systems & Structures Private Limited, CIN U62011PN2026PTC254650

Related policies

Anti-Harassment and Non-Discrimination Policy (TSS-HR-02), Whistleblower Policy (TSS-HR-06), Acceptable Use Policy (TSS-IT-01), Social Media Policy (TSS-IT-12), Confidentiality and Non-Disclosure Agreement (TSS-IT-13)

1. WHAT WE EXPECT FROM EVERYONE

Honesty. Tell the truth about your work, your time, your expenses and your mistakes. A mistake owned early is usually easy to fix. A mistake that is hidden becomes a much bigger problem.

Respect. Treat colleagues, clients, vendors and candidates with courtesy, in person and online. Disagree with ideas, not with people.

Reliability. Do what you said you would do. If you cannot, say so early, and say what you can do instead.

Care with information. Treat company, client and personal data as carefully as you would want your own to be treated.

Following the law. Obey the law wherever you are working. If anyone, including a client or a senior colleague, asks you to do something you believe is illegal or dishonest, stop and talk to the HR team or a Director.

Speaking up. If you see something wrong, say so. You will not be punished for raising a concern honestly.

2. PROFESSIONAL BEHAVIOUR

Everywhere you work. The same standards apply in the office, at client sites, on video calls, in chat groups and in any work message, whether you are in the office or working remotely.

Being available. Be reachable during your agreed working hours, join meetings on time, and let your team lead know early if you are running late or need to step away.

Representing TSS. When you meet a client, you are the company in that room. Dress neatly and appropriately for the setting, come prepared, and follow up on what you promised.

Alcohol and drugs. Do not work, drive for work, or attend a client meeting under the influence of alcohol or drugs. If a prescribed medicine affects your ability to work safely, tell the HR team. We will keep it confidential.

Working hours. Our rules on working hours are deliberate. Do not work outside your working hours, and do not ask or expect anyone else to.

Interns under 18. When you work with an intern under 18, follow the extra safeguarding rules in the Internship Policy: work channels only, meetings in the open, no gifts or favours, and never alcohol or tobacco.

AI tools. We expect you to use AI tools in your work. You remain responsible for everything you submit, whether you wrote it yourself or an AI tool helped. Check it, test it, and never present unchecked output as finished work.

3. CONFLICTS OF INTEREST

A conflict of interest is any situation where your personal interests, or those of your family or friends, could affect the decisions you make for TSS, or could look as if they do.

Declare it. Tell the HR team in writing as soon as you become aware of a possible conflict. Having a conflict is not wrongdoing. Hiding one is.

Outside work. Before you take up any outside work, paid or unpaid (freelancing, consulting, a part-time job or your own business), get written approval from the HR team. We will normally agree, unless the work competes with us, is for one of our clients, uses TSS time, devices, code or information, or would affect your work here.

Clients. Do not take work directly from a TSS client, or pass a TSS client on to another business, without a Director’s written approval.

Family and friends. If a relative or close friend applies for a job with us, or owns or works for a vendor we are considering, declare it and step out of the decision.

Financial interests. Declare any significant financial interest you hold in a client, a competitor or a vendor.

Personal projects. Personal and open-source projects are welcome, as long as they do not use TSS time, devices, code or confidential information, and do not compete with us. If you are unsure, ask first.

4. ANTI-BRIBERY AND CORRUPTION

TSS does not pay or accept bribes, directly or through anyone else, and we do not allow anyone acting for us to do so. Under the Prevention of Corruption Act, 1988, offering an undue advantage to a public servant is a crime, and a company can be held liable when someone acting for it does this. We apply the same standard to private business.

No bribes. Never offer, promise, give, ask for or accept money, gifts, favours or anything else of value to win or keep business, or to influence a decision.

No “speed money”. Do not make small payments to officials to get routine work done faster, even if someone tells you it is normal practice. If you are asked for one, refuse politely and tell a Director the same day.

Gifts and hospitality. Small, occasional gifts and modest hospitality are a normal part of business. You may give or accept a gift worth up to ₹1,000 without approval. Refuse, or refer to the HR team, anything worth more, any cash or cash equivalent (such as a gift card or voucher from a client or vendor), and any gift offered while a deal or decision involving that person is pending.

Gift register. The HR team keeps a register of gifts and hospitality worth more than ₹1,000, whether accepted or declined. Tell the HR team within a week.

Festivals. Sweets and similar small festival gifts are fine. Expensive gifts are not, whatever the occasion.

Public officials. Take extra care. Do not give a public official any gift or hospitality without a Director’s written approval in advance.

Political and charitable giving. Do not make any political contribution on behalf of TSS. Donations in the company’s name need a Director’s approval.

Accurate records. Record every payment accurately. No cash kept off the books, no false invoices, and no misleading descriptions of what a payment was for.

5. FAIR DEALING

Be honest with clients about what we can deliver, by when, and at what cost. If something changes, tell the client early.

Do not make claims about our work or our products that are not true.

Do not use confidential information that belongs to a former employer or a competitor. If someone offers it to you, refuse and tell the HR team.

Respect other people’s intellectual property. Use only properly licensed software, fonts, images and code, and follow the terms of open-source licences.

6. COMPANY PROPERTY AND RECORDS

Company devices, accounts, tools and subscriptions are for work only (Acceptable Use Policy).

Keep accurate records, including attendance, leave, expense claims, test results and reports. Falsifying any record is gross misconduct.

Do not destroy or change records that may be needed for an audit, an investigation or a legal matter.

7. CONFIDENTIALITY

Keep company and client information confidential, during your employment and after it ends. The Confidentiality and Non-Disclosure Agreement you accept when you join sets out the details.

Do not discuss client work in public places, on social media, or with friends and family.

8. WHEN YOU ARE NOT SURE

Ask yourself three questions. Is it legal? Is it honest? Would I be comfortable if my team, the client or a newspaper knew about it? If the answer to any of them is no, or you are not sure, stop and ask your team lead, the HR team or a Director.

You can raise a concern with your team lead, the HR team or a Director. Serious concerns can also be raised under the Whistleblower Policy, and personal complaints under the Employee Grievance Policy.

9. IF THE CODE IS BROKEN

Breaking this code can lead to disciplinary action under the Performance Management and Discipline Policy, up to and including dismissal. Some breaches, such as bribery or fraud, may also be reported to the authorities.