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Governance Policies

Last Updated: [14/03/2024]

Whistle Blower and Integrity Policy

I. Objective and Purpose:

To create enduring value for all stakeholders and ensure the highest level of honesty, integrity and ethical behaviour in all its operations, the Company has formulated this Whistle Blower Policy (herein referred to as “Policy”) in addition to the existing Code of Conduct that governs the actions of its employees. 

This policy aims to provide an avenue for employees to report suspected or actual occurrence(s) of illegal, unethical or inappropriate events (behaviours or practices), any violations of Company policies, regulatory requirements, incorrect or misrepresentation of any financial statements and reports that affect Company's interest /reputation.

Livspace encourages its employees who have concerns about suspected misconduct to come forward and express these concerns without fear of punishment or unfair treatment.

II. Definitions

“Employee” means any person on the rolls including those on deputation, contract, temporary, probationer, apprentice, trainee, part time employees/ workers, full time consultants, holding permanent, honorary, ad hoc, voluntary or short-term positions. For the limited purpose of this policy term “Employee” includes vendors, agents, contractors, suppliers, customers and generally anyone who has business relationships with the Company.

“Whistle Blower” is an employee who raises a concern about any wrongdoing, event or information about an actual, suspected or anticipated Reportable Matter. The Whistle blower is not expected to prove the truth of the allegation; but they need to demonstrate sufficient grounds for concern and good faith.

“Whistle Blower Officer”: For the purpose of this Policy, Whistle Blower Officer will be the Head of Internal Audit, Risk & Compliance.

“Participant” shall have the meaning ascribed to it in paragraph [X] of this Policy.

“Subject” is a person or a group of persons who is the focus of investigative fact finding either by virtue of an allegation made by a Whistle blower or evidence gathered during the course of an investigation which is a result of a Whistle blower reporting an unethical/non-compliant action.

“Integrity Committee” shall have the meaning ascribed to it in paragraph [IV] of this Policy.

“Reportable Matter”/ “Disclosure”: Any communication made in good faith (with a genuine belief in the truth of the matter reported) that discloses information evidencing any unethical or improper action, wrongdoing, misconduct or violations of the Company Policies, any applicable laws, rules and regulations. An illustrative list of general malpractices that can be reported under this policy are as follows:

  • Misuse or abuse of authority
  • Breach of contract
  • Negligence causing substantial and specific danger to public health and safety
  • Manipulation of company data/records
  • Financial irregularities, including fraud or suspected fraud or Deficiencies in Internal Control and check or deliberate error in preparations of Financial Statements or Misrepresentation of financial reports
  • Any unlawful act whether Criminal/ Civil
  • Deliberate violation of law/regulation
  • Wastage/misappropriation of company funds/assets
  • Breach of Company Policy or failure to implement or comply with any approved Company Policy
  • Conflict of interest
  • Information and data breaches
  • Any other action or unprofessional conduct not expressly listed above but fall under violation of the Company Code of Conduct

“Disciplinary actions” shall have the meaning ascribed to it in paragraph [XIII] of this Policy.

III. Exclusions: 

1. Complaints related to Human Resources’ issue(s) such as compensation, performance, Prevention of Sexual Harassment (“POSH”), interpersonal relationships or complaints about work culture, etc. will not be covered under this Policy. All such issues to be directed to the respective HR business partners.

2. All customer complaints are to be referred to the respective support team or mail at care@livspace.com.

3. General personnel or administration issues that do not violate the Code of Conduct.

4. Complaints raised on matters which are pending before a court of law or any judiciary body shall not be investigated under this Policy.

IV. Constitution of Integrity and Investigation Committee

The Integrity Committee will comprise of Chief Executive Officer (CEO), Head of Corporate Development, Head of HR, CEO India (for central location) and Chief Business Officer (for all other locations) who can delegate the investigation to relevant stakeholders within or outside the organization. 

The investigation committee will comprise members from Risk & Compliance team, HR Business Partner and/ or Legal who shall be responsible to conduct and conclude the investigation into the reported matters.

V. Reporting Channels & Procedures

A Whistle Blower can make a complaint in multiple ways:

1. Written complaint: A written, signed complaint may be personally handed over or posted to the members of the Integrity Committee. The written complaint can also be addressed to Head – Human Resources/ Company Secretary/ Head – Legal/ Head – Risk & Compliance at Livspace India Private Limited, 4th floor, Unit no. 404, RMZ Ecoworld Campus 32, Campus Series 30, Bhoganahalli Village, Bengaluru 560103.

2. Email complaint: A complaint can be sent to the Whistle Blower Officer at ethics@livspace.com or Head – HR or their HR Business Partner.

3. Reporting to the members other than Integrity Committee, whistle blower officer or Head – HR: A written report can also be handed over to the Whistle blower’s immediate or skip level supervisor or Head of the Department (in case there is no personal conflict of interest) or to any other official in the Company whom the Whistle blower can expect to have the responsibility to review the alleged activity. Such official shall forward the copy of the complaint to the Integrity Committee or Whistle blower officer or Head - HR within 5 working days of the original complaint being received.

4. In the event of an oral complaint received by any employee/ personnel from a whistle blower, details of such complaint received shall be informed to the personnel mentioned under above reporting channels within 5 working days. The onus for reporting is on the personnel who received the verbal complaint. 

5. Additionally, in case the subject matter of the disclosure in any way involves anyone in the senior management, Integrity Committee member or Whistle blower officer, the Whistle Blower shall have the right to report, in writing, directly to the CEO of Livspace Group. 

VI. Responsibilities of a Whistle blower:

  • Whistle-blowers must ensure their complaints are genuine, supported by adequate evidence, made in good faith, and based on reasonable grounds, and not on grapevine or informal sources.
  • Whistle-blowers making two or more complaints, which are found to be malicious, will be disqualified from reporting further complaints under this Policy, for a period decided by the Integrity Committee, which may also recommend disciplinary action in coordination with the Head of HR.
  • The whistle blower is expected to keep the nature of the concern raised and the identity of those involved confidential. They must refrain from discussing the matter with any person or contacting the suspected individual to determine facts, collect evidence or demand restitution (unless specifically asked to do so).
  • The Whistle blower may choose to remain anonymous while making a disclosure. However, it is encouraged that the Whistle blower reveals their identity so that the investigation team may contact him / her for obtaining more information during the investigation.
  • If a Whistle blower chooses to be anonymous, they shall provide all relevant details and supporting evidence relating to the Reportable Matter. The information shall include (but not limited to) name, designation and location of the subject and incident, duration/ frequency of the incident, detailed description, etc.

VII. Assessment of Whistleblowing reports and Investigation

  • All reports under this Policy shall be promptly and appropriately investigated. The Whistle Blower Officer shall acknowledge the receipt of a complaint within 5 working days and may request additional information or a meeting to verify the allegations and confirm the whistle-blower's identity. If the complaint is vague, lacking details of the incident, evidence, or the identity of the subject, or if no response to the Whistle Blower Officer requesting further information is received within 7 working days, the complaint will be disregarded.
  • The Whistle Blower Officer shall conduct a preliminary review to determine whether the reported allegation constitutes unethical behaviour or misconduct and is supported by sufficient and specific information. If the preliminary review confirms potential misconduct, the designated investigation committee members shall initiate a formal investigation. If the review does not substantiate the allegation, the complaint shall be closed at this stage.
  • In case of anonymous disclosure, the Whistle Blower Officer shall examine the possible intention and genuineness of the disclosure before going ahead with the investigation. If it is concluded that the complaint was made with mala-fide intentions or was frivolous in nature, it can be dropped with reasons recorded in writing.
  • The investigation will be performed in an independent and unbiased manner, while ensuring confidentiality by the investigation committee. External organizations with expert knowledge may be appointed, if required. 
  • The investigation team shall have the right to request any data or documents and require the presence of any employee for discussion. The Whistle blower may be asked to participate in the investigation by way of giving a written statement/ providing documentation. Evidence shall not be withheld, destroyed or tampered with and witnesses shall not be influenced, coached, threatened or intimidated by anyone.
  • A report containing all the findings and recommendations shall be shared with the Integrity Committee, as appropriate. Post finalization, relevant extract of the report may be shared with the affected business units to ensure mitigation measures. Information shall be shared on a strictly need to know basis.
  • The investigation of matters reported shall be completed within 90 days from the date of formation of the investigation committee. Extension of timelines can be obtained from the Integrity Committee for reasons recorded in writing.
  • If a Whistle blower raises a complaint against a member of the Integrity or Investigation Committee, that member shall be excluded from the Integrity or Investigation Committee for the duration of the investigation. Until a verdict is reached by the Integrity Committee such a member shall be treated and shall have the same rights as a Subject, under this Policy.
  • If the investigation committee is unable to initiate the investigation or dismiss the complaint within 15 working days from receiving the report from the whistle blower officer, it shall refer the matter to the Integrity Committee/ CEO of the Company.

Conflict of interest management: If any of the Integrity Committee members, Whistle Blower Officer or any member of the investigation committee have a conflict of interest in any disclosure, they shall recuse themselves. The remainder of the members have the right to address the disclosure appropriately.

VIII. Responsibilities of the Integrity Committee

  • The Integrity Committee will assess the findings of the Investigation team and initiate appropriate corrective action, as applicable.
  • The Integrity Committee is responsible for ensuring the investigation process is conducted in a fair and transparent manner.
  • The Integrity Committee will ensure that the Subject has received sufficient and fair opportunity to present their case, including personal hearing as may be required.

IX. Rights and responsibilities of a Subject

  • Subjects will be informed of the allegations at the onset of a formal investigation and shall have an opportunity to be heard, including response to the material points of evidence contained in the investigation report.
  • The Subject's identity will be kept confidential, as far as possible, considering legal and investigative requirements.
  • Subjects have a right to be informed of the outcome of the investigation.
  • Subjects must not interfere with the investigation, follow the investigation team's instructions, and refrain from withholding, destroying, or tampering with evidence or influencing witnesses.

X. Conduct of the participants in an investigation

  • All individuals interviewed, asked to provide information or otherwise participate in the investigation (“Participants”) have a duty to fully cooperate with the investigation team.
  • Participants must refrain from discussing or disclosing the investigation or their testimony with anyone including the Subject unless authorized by the investigation team.
  • Requests for confidentiality by Participant will be honoured to the extent possible with the legitimate needs of law and investigation.

XI. Confidentiality

  • The Whistle blower, the Subject, the members of the Integrity Committee, the investigation committee the Participant and everyone involved in the process shall:

    - Maintain complete confidentiality/secrecy of the matter. 

    - Not discuss the matter in any informal/social gatherings/meetings.

    - Discuss only to the extent or with the persons required for the purpose of completing the process and investigations. 

    - Not keep the papers unattended anywhere at any time. 

    - Keep the electronic mails/files under password. 

  • Details of the investigation as well as its outcome will not be disclosed or discussed with anyone other than those who have a legitimate need to know. 
  • The identity of the whistle-blower, if known, shall remain confidential as far as possible. Any other person assisting in the said investigation or furnishing evidence shall also be protected to the same extent as the Whistle blower.

Note: If anyone is found not complying with the above, he/she shall be held liable for such disciplinary action as is considered fit by the Company.


XII. Protection of Whistle Blower

  • Livspace is committed to protect any person who reports any improper conduct, in good faith, from any kind of retaliation, victimization, threat or discrimination. No unfair treatment will be meted out to a bona fide whistle-blower. Anyone involved in targeting a Whistle blower shall be subject to disciplinary action. 
  • If any Whistle blower feels that he/she is experiencing any kind of retaliation, in nature of intimidation, pressure to withdraw the complaint or threats, testifying or otherwise participating in the investigation proceedings, he/she should report the matter to the Integrity Committee or the Whistle Blower Officer.
  • The Company will support whistle-blowers, helping them navigate legal or disciplinary proceedings and offering procedural guidance if needed.
  • Any abuse of this protection will warrant disciplinary action and constitute a violation of the Code of Conduct. The Policy does not protect employees from disciplinary action for engaging in unrelated fraudulent behaviour.
  • If a whistle blower is found to be involved in the reported unethical/non-compliant activity, they shall be proceeded against with the same degree as the reported perpetrator of the activity.
  • If the complaint is found to be without merit, no action shall be taken against the Whistle blower, unless the complaint is malicious or violates this Policy.

XIII. Disciplinary Actions

Where, after proper investigation, any employee is found guilty of misconduct, the investigation committee, in discussion with the Business team, shall have discretion to undertake appropriate disciplinary action. Depending upon the facts and seriousness of each individual case, action against the offender may include:

  • Written apologies, explanation letters
  • Verbal or written warning
  • Loss of benefits, docked or no pay, withholding of promotion and pay increments, recoveries
  • Suspension / probation
  • Termination
  • Reporting to law enforcement and initiating legal proceedings for recovery of losses if any

In case where any customer, vendor or any other business partner is involved in the violation / misconduct, the management shall consider the need to terminate the contract with such customer, vendor or business partner, blacklist the party for future associations, initiate proceedings for recovery of losses, if any and reporting to law enforcement/ initiating legal proceedings.

XIV. Reporting and Retention

The Whistle Blower Officer shall submit a report to the Integrity Committee on a regular basis (quarterly) or at such other frequency as may be deemed fit about all disclosures reported during the period with the results of investigations, if any. In case of any NIL complaints received, such update shall be provided.

All concerns raised in writing and the results of investigation thereof shall be retained by the Company for a minimum period of eight years.

Note: The reports of investigations performed will be provided to the Audit Committee once formed.

XV. Training and awareness

Annual refresher training is to be conducted to educate employees about the Whistle Blower Policy, its importance, and usage of reporting channels which is covered as part of Code of Conduct training. New joiners are mandated to complete the induction training within timelines prescribed by the Company.

This Policy is appropriately communicated to all employees, board of directors and third parties by way of displaying on the intranet (employee self-service portal) as well as the company website.

XVI. Interpretation and Amendment

The Integrity Committee has the right to amend or modify this Policy for non-critical changes and recommend amendment or modifications for critical changes to the Board of Directors for approval.

In the event of any conflict between the provisions of this Policy and any statutory enactments or rules thereunder, the provisions of such enactments shall prevail over this Policy.

XVII. References

Code of Conduct policy available on Employee Self Service portal

Code of Conduct – Business Partners available on the Company website

Business Partner & Supplier Code of Conduct

1. Vision

Our vision is to deliver a beautiful home for everyone with a never-seen-before experience and offer a happier experience to homeowners. At Livspace, we incorporate advanced technology into our modular solutions to create flawless interiors, simplify home design and also to expedite the process of making your dream home a reality.

The Code is designed to provide guidance to all our Business Partners regarding Livspace’s standards of integrity and compliance in our business dealings. This Code is an integral element of the Livspace ethos.

2. Scope

Livspace is committed to conducting its business in an ethical, fair, legally, socially and environmentally responsible manner. We believe that our Business Partners are an integral part of our ecosystem, and we encourage them to conduct their business by upholding the highest ethical standards, act with integrity and be responsible corporate citizens. Business relationships shall be based on trust, transparency, and mutual accountability.

This Code of Conduct (“Code”) applies to each and every Business Partner, irrespective whether consideration is involved in the engagement with the Company. The Code is centered on ensuring that all actions related to Livspace's work are measured against the highest standards of ethical business conduct.

The key areas of focus for this Code are:

     (a) Governance and Ethical Business Conducts.
     (b) Human & Labour Rights.
     (c) Environment Management

For the purpose of this Code, “Business Partner” includes Business Partners/ dealers/ service providers/ vendors/ agents/ franchisee/ consultants /contractors/ sub-contractors/ third parties, acting directly and/or through their representatives, engaged by Livspace, in normal course of business. 

(A) Governance and Ethical Business Conduct
     
    (i) 
Compliance with Laws

Business Partners shall ensure compliance with all applicable local laws and regulations including those related to domestic and international trade, data privacy & personal information protection, and anti-trust/ competition laws/ industrial, labour and environment protection laws, to ensure that their dealings are conducted legally and with integrity.
(ii) Business integrity and ethics

Business Partners are expected to refrain from any form of unethical behaviour including theft, fraud, forgery, bribery, corruption, anti-competitive practises, extortion, or embezzlement. No Business Partners (including their immediate family members) are expected not to offer any bribes, gift or any other kind of direct or indirect benefits to Livspace employees or their appointed agents and vice versa. If a gift (including without limitation, travel or entertainment) is inadvertently sent or received it should be promptly returned by either side, with a note explaining that it's contrary to the Code.

The Business Partner must adhere to all applicable anti-corruption and anti-bribery laws and regulations in the jurisdiction where either the Business Partner or Livspace is based and operates, as well as any relevant laws and regulations from other jurisdictions that may apply to the transactions outlined in the contract(s) with Livspace.

All company-related expenditures involving meals, entertainment, gifts in normal course of business with business partners of amount above INR 5,000 per person or INR 50,000 in total must be pre-approved by the relevant workflow procedures, which include the Chief Financial Officer.

     (iii) Anti-Money Laundering and Counter-Terrorist Financing

Money laundering involves concealing the proceeds of illegal activities or making illicit funds appear legitimate. Business Partners are expected to engage with reputable vendors and customers, ensuring all transactions are for legitimate business purposes with lawful funds. They should also be vigilant for 'red flags' in any suspicious payment transactions.

     (iv) Avoid Conflict of Interests

Business Partners are expected to avoid participating in any business activity that can create a conflict of interest, actual or perceived. Business Partners are expected to have established measures to prevent any conflict of interest that improperly influences any business judgement. In the event, any conflict of interest arising at the time of prior/post/during engagement, Business Partners are required to promptly disclose such situations to the Company, even if it’s an actual or potential conflict. 

If a relative or close associate of a Business Partner is an employee, executive, or director of Livspace and can influence business decisions related to the Business Partner, the Business Partner must disclose this information to legal@livspace.com or ethics@livspace.com. Failure to disclose will be considered a violation of the "Code" and may result in consequences.

       (v) Quality

Business Partners are expected to provide goods and services that consistently meet the prescribed standards and are safe for their intended use and perform as intended. Business Partners must meet the specifications agreed upon in the applicable agreement, purchase orders or other contractual relationship with Livspace. 

      (vi) Privacy and Intellectual Property

Business Partners shall ensure that confidential or proprietary information about Livspace, our customers, employees or other parties, which have been gained through engagement with Livspace, is used only for its intended purpose as decided and agreed upon by Livspace and the Business Partner in a fair, transparent and secure way, ensuring protection of privacy. 

Business Partners must protect Livspace’s intellectual property, including confidential and proprietary information of Livspace, its clients, customers, and other Business Partners. This information must be safeguarded from unauthorized use, damage, or disclosure using at least the same measures the Business Partner applies to their own confidential information.

Business Partners are prohibited from misusing or infringing Livspace’s intellectual property, including trademarks, copyrights, trade secrets, software, products, and other proprietary materials. They must not claim any ownership or rights to Livspace’s intellectual property. If using third-party intellectual property in dealings with Livspace, the Business Partner is responsible for ensuring proper authorization and legal rights to use it.

      (vii) Financial and accounting practices

All financial and business records are crucial, and Business Partners must ensure their accuracy, integrity, confidentiality and retention, and comply with applicable laws as well as industry guidelines. They must not provide false or inaccurate financial information to Livspace or its clients.

All submissions made to Livspace, for example, invoices, orders, billings, reimbursement must be true and accurate and submitted promptly.

      (viii) Anti-tax evasion

Livspace enforces a zero-tolerance policy on tax evasion and expects Business Partners to implement policies, procedures and measures preventing employees and associates from facilitating or committing it.

      (ix) Competition laws and business dealings

Business Partners must compete fairly and ethically for all opportunities, ensuring that all statements and communications with Livspace are accurate, complete, and made by authorized representatives.

They must comply with all applicable competition laws and regulations, avoiding any agreements or practices that restrict competition, including cartel formation. Communications with competitors regarding sensitive topics such as prices and terms are prohibited, and any such exchanges may be considered a breach of this Code.

Business Partners should ensure that Livspace is not involved in any disputes and refrain from defaming Livspace, its partners, competitors, or clients. They are expected to adhere to fair business practices and antitrust laws, avoiding collusive bidding, price fixing, and other unfair trade practices.

         (x) Data confidentiality, privacy and protection and Information Security

Livspace along with its group companies ensures that it complies with all applicable data protection laws and contractual requirements. Livspace is committed to uphold highest data protection and privacy standards with respect to all Business Partner data and Personally Identifiable Information also referred to as Personal Data. 


Business Partners must comply with applicable laws and standards when processing Personal Data, including sensitive personal information. They are also expected to implement and maintain effective security controls to protect the confidentiality, integrity, and availability of all information shared with Livspace. For any concerns, Business Partners should contact privacy@livspace.com.

           (xi) Insider trading

Livspace complies with SEBI (Prohibition of Insider Trading) Regulations, 2015. During the course of engagement, if the Business Partner becomes aware of any Unpublished price sensitive information (“UPSI”) relating to the Company, the Business Partners of the Company must not communicate such UPSI nor trade in securities of the Company that are listed or proposed to be listed when in possession of UPSI, in violation of applicable securities laws.

           (xii) Cooperation in assessments

Business Partners are expected to fully cooperate with assessments conducted by Livspace, either directly or through a third party. They must provide documentation related solely to transactions between the Business Partner and Livspace. If any non-compliance is identified, corrective action plans will be proposed, with specified timeframes for implementation and progress monitoring.

             (xiii) No representation

Business Partners are prohibited from making claims, representations, or warranties on behalf of Livspace to any third party, and do not have the authority to bind Livspace or create obligations unless explicitly authorized in writing.

The Livspace logo is a key symbol of our products and services. Business Partners may not use the Livspace brand, logo, or any related visuals without prior consent. Any media comments or reports regarding their engagement with Livspace must be approved in advance, including the content and details of usage. Business Partners must not make misrepresentations or unauthorized commitments on behalf of Livspace and must respect the privacy of Livspace’s customers and clients.

(B) Human and Labour Rights

             (i) Child and Forced Labour

Business Partners shall not employ any labour/workmen less than 18 years of age or use forced labour. Livspace does not engage with Business Partners employing child or bonded labour or those that use any form of mental or physical compulsion as a form of discipline.              
             
              (ii) Anti-Discrimination and Fair Wages

Business Partners shall not engage in any discrimination or distinction, exclusion, or preference made on basis of race, color, age, gender, sexual orientation, ethnicity, disability, religion, political affiliation, union membership, national origin, or marital status in all aspects including hiring, promotions, assignments, wage hikes, training, and termination. 

Clear communication with workers regarding compensation, including minimum wages, wage deductions, working hours, overtime, paid maternity leave, and benefits, must be provided in a timely manner. Business Partners should also inform workers about overtime requirements and associated wages.A system for determining, reviewing, and adjusting minimum wage rates in compliance with legal requirements must be implemented and maintained.

               (iii) Fair Working Conditions and Humane Treatment

Business Partners must provide its employees with safe and humane working conditions, and maintain compliance with applicable laws, rules and regulations. Business Partners must respect the right of employees to freedom of association and recognition of employees’ right to collective bargaining were allowed by law. 

Business Partners must maintain a harassment-free workplace, ensuring employees are not subjected to abuse, coercion, or mistreatment. A written policy and grievance mechanism should be in place to address concerns confidentially and take corrective actions as needed. Business Partners are also expected to promote full, productive, and freely chosen employment, ensuring work availability, productivity, and opportunities for skill development. Regular awareness programs on harassment laws shall also be conducted.

                (iv) Health and Safety

Business Partners must provide a safe and healthy workplace for their employees and contractors or sub-contractors. Business Partners must be compliant with local and national laws and regulations on occupational and national authorities. When on our sites, the Business Partners must comply fully with our applicable policies and directives. 

                  (v) Drugs and Alcohol

Our position on substance abuse is simple: it is incompatible with the health and safety of everyone. Business Partners shall ensure that none of its employees/personnel/workmen consume or are under the influence of alcohol or psychotropic substances as defined under applicable laws, while working at our offices or work sites or at sponsored events.

(C) Environment Management

Livspace encourages its Business Partners to commit to protection of environment including but not limited to the followings:

  • Adherence to applicable laws and regulations regarding environmental pollution, including but not limited to deforestation, biodiversity conservation, greenhouse gas emissions, wastewater discharge and other laws
  • Business Partners should have processes in place to ensure safe handling, movement, storage, recycling, reuse or management of waste, air emissions and wastewater discharges
  • Efficient use of natural resources such as water and energy
  • Risk of climate change and take proactive measures to minimise and manage their impact
  • Not make any use of resources that has long term impact on biodiversity

3. Management Systems

Business Partners must implement a management system to ensure compliance with this Code’s principles, applicable laws, and regulations, while identifying and mitigating operational risks and fostering continual improvement. 

They should provide training to management and employees to ensure understanding of this Code, relevant laws, and recognized standards. Periodic self-evaluations should be conducted to ensure compliance by the Business Partner, subcontractors, and next-tier partners. 

Gaps or deficiencies identified must be addressed promptly, with continuous improvement through setting performance objectives, executing plans, and taking corrective actions based on internal or external assessments and reviews.

4. Non-Compliance

If a Business Partner is found to be non-compliant with the Code, Livspace shall have the right to suspend or terminate any contractual arrangement with the Business Partner without any liability to the Business Partner. In the event of any conflict or ambiguity between any provisions of this Code and the provisions of local laws and regulations, the stricter of the two shall prevail. 

The above mentioned right of termination is without prejudice and in addition to any other right and/or remedy that Livspace may have under the applicable laws.

Business Partners should report any concerns about violation of this Code or applicable laws by writing to ethics@livspace.com.

Anti-Bribery and Anti-Corruption Policy

1. PURPOSE

Livspace is committed to conducting its business with the highest moral and ethical standards and in compliance with all applicable laws and regulations regarding bribery and corruption. The Company takes a zero-tolerance approach to bribery and corruption in all its forms, whether direct or indirect, and expects all employees, contractors, suppliers, customers, and business partners to uphold the same standards. 

We do not attempt to improperly influence others (directly or indirectly) by paying or accepting bribes or kickbacks in any form. We also do not permit Company funds, assets, or property to be used to benefit any individual, including government officials, our customers, competitors, contractors, suppliers, or any other counterparty unduly or illegally or in ways that violate this Policy.

This Anti-Bribery and Anti-Corruption Policy (“the Policy” or “ABAC”) sets forth the Company’s commitment to prevent, detect, and respond to bribery and corruption. It provides clear guidelines for employees and business partners to follow in order to avoid involvement in any unlawful or unethical conduct that could damage the Company’s reputation and integrity. This policy shall be read in conjunction with the Code of Conduct (for Covered Persons), Business Partner Code of Conduct (for Business Partners), Whistle Blower Policy, Prevention of Corruption Act, 1988, and applicable laws in relevant jurisdictions by virtue of its operations.

2. SCOPE

The scope of the policy covers the Company’s directors, officers, employees (direct/indirect) including its subsidiaries or affiliates. The Policy further applies to anyone who acts for the Company, including, contractors, trainees, suppliers and consultants of Livspace.

3. GOVERNANCE

  • Risk & Compliance team shall undertake periodic review and update this policy. Changes to this policy shall be approved by the Board of directors.
  • Head of HR shall ensure periodic training on this policy to all employees, trainees, contract workmen, consultants, and apprentices.
  • Head of Risk & Compliance shall ensure that appropriate periodic communication about this policy is shared with business partners.
  • The Head of Legal shall ensure that the reference to this policy is included appropriately in all the contracts which Livspace enters with business partners. 
  • Head of Procurement shall ensure that the reference to this policy is included appropriately in all the purchase orders which Livspace enters with business partners.
  • Head of Legal, Company Secretary and Head of Corporate Development shall ensure adequate ABAC due diligence before entering any joint venture or completing any merger or acquisition.

4. DEFINITIONS

a) Bribery refers to do or attempt to do any of the below:

  • offering
  • giving,
  • promising, 
  • soliciting, 
  • or accepting anything

of value (financial or non-financial) to a government official or any other person, directly or indirectly through a third party, to influence that person in the performance of a duty or to obtain or retain business or any undue business advantage. 

Bribe can take many forms, for example any offer, promise, receipt or payment of:

  • money (or cash equivalents such as shares);
  • unreasonable gifts, entertainment or hospitality;
  • Kickbacks;
  • unwarranted rebates or excessive commissions (e.g., to sales or marketing agents);
  • unwarranted allowances or expenses;
  • uncompensated use of company services or facilities; and
  • anything else of value.

b) Facilitation payments also known as "back-handers" or "grease payments", are unofficial payments made to authorized officials to secure or expedite a routine or necessary action (e.g., the granting of a license or processing an application).

c) Kickbacks is a form of corruption that involves two parties agreeing that a portion of their sales or profits will be kicked back (given back) to the purchasing party in exchange for making the deal.

d) Corruption is dishonest, improper, and usually unlawful conduct intended to secure a benefit undertaken by a person or organization entrusted with authority to attain illicit benefit or abuse power for one's private gain. It encompasses Bribery as well as any other practice that involves the abuse of power for personal gain. Bribery and fraud are considered corrupt practices. 

e) Employees Employee" means any person on the rolls of the company or its subsidiaries or associates, including those on deputation, contract, temporary, probationer, apprentice, trainee, part-time employees/ workers, full-time consultants, holding permanent, honorary, ad hoc, voluntary or short-term positions, whether employed for remuneration or not; employed either directly or through an agent; and includes, without limitation, all full-time and part-time employees of the Company, interns; independent contractors; and any other contingent workers.'

f) Gift means any item of considerable value, given to/received from a party that has business dealings with the organization. 

g) Third Party/Agents shall mean potential or existing representatives, service providers, intermediaries, suppliers, advisors, agents, design partners, custom brokers, consultants, business partners of the Company or its subsidiaries or associates and includes those employed acting on behalf of, under the supervision of, or jointly with the Company, its subsidiaries or affiliates.

5. GENERAL PRINCIPLES   

It is the responsibility of all the employees and third parties to

  • Understand and comply with this policy, related procedures, and all applicable anti-bribery and anti-corruption laws.  
  • Conduct business professionally with honesty and integrity, avoiding bribery, fraud, corruption, or misuse of position for personal gain.  
  • Screen high-risk transactions and third parties, maintain transparent records, and report any suspicious or unethical behavior.  
  • Do not offer money, gifts, hospitality, donations, or jobs to gain improper business advantage or influence public officials.  
  • Maintain fair and lawful relationships with all individuals and act solely in the company’s best interest.
  • promptly report any suspected or actual incidents of Bribery or Corruption in accordance with this policy (see section 10 Reporting Bribery and Corruption).

6. REGULATED/ PROHIBITED ACTIVITIES

a) Bribery and Corruption

Employees are prohibited from offering, promising, transferring or accepting anything of Value, including gifts, entertainment, hospitality, political or charitable donations or sponsorships with the intention of inducing anyone, including Public Officials, to act improperly in obtaining or retaining business or a business or personal advantage.

b) Gifts, Hospitality and Entertainment

Employees are prohibited to offer or receive gifts, meals, entertainment, or travel that may be perceived as an attempt to influence a business decision, or create a conflict of interest. However, this policy does not prohibit giving or accepting gifts in the normal course of business, to or from any person, for any appropriate and/or promotional purposes as described under the Gifts and Entertainment Policy hosted on employee self-service portal. 

Further, any benefits received or offered through the immediate family members of the employees or the third parties, where it is intended towards obtaining any undue business advantage, would be considered as benefits received by the concerned employee and hence is prohibited. Immediate family members, for the purpose of this policy shall include, spouse, mother, father, son, daughter, brother, sister or any other person having a personal connection.

c) Political and Charitable contributions

Any charitable contributions made by the Employees and Third Party, on behalf of the Company to current or prospective clients to influence the decision of a government official and/or to obtain an improper advantage for the Company are not permitted. Please contact the Legal department (legal@livspace.com) with any queries regarding charitable contributions.

Further, the employees are also prohibited from taking part in political activities or making political contributions to unlawfully or unethically influence any legislation that may unduly benefit the Company. Employees and third parties may engage in activities that endorse a political or ideological position only in their personal capacities and should not in any way be connected to the Company.

d) Sponsorship

Sponsorships must not be used as bribes, e.g., for the purpose of improper inducements or to influence Public Officials or other individuals.

e) Facilitation payments

Any request for a Facilitation Payment must be refused and any requests must be reported promptly. We neither partake, nor do we allow or authorise third parties acting on our behalf, to make any such payments.

f) Conflict of Interest

A conflict of interest occurs when an Employee or an agent (anyone authorized to act on behalf of the principal) has an undisclosed personal or economic interest in a matter that could influence his professional role. For further guidance in this regard, please refer to the Employee Code of Conduct hosted on employee self-service portal.

g) Economic Sanctions

Economic sanctions ("Sanctions") are financial, trade, and travel-related restrictions targeting individuals, entities, and countries. Sanctions may be imposed by a government or international organization (such as the United States or the United Nations).

It is strictly prohibited for any Employee of the Company, or any Third Parties working on the Company’s behalf, to engage in conduct that violates any applicable sanctions. 

If you are in any way unclear as to whether or not a business activity poses any Sanctions issues, or come across any such activity, then please contact our Legal Department (legal@livspace.com).

h) Anti-money laundering

Money laundering is a criminal offence and occurs when someone directly or indirectly gets involved in any process or activity connected with the proceeds of a crime including its concealment, possession, acquisition or use and projecting or claiming it as untainted property.

Personnel covered in this policy must ensure that Livspace does not receive proceeds of criminal activities, as this can amount to money laundering. 

Those involved in engaging or contracting with vendors or customers should not assume that third-party screenings have already been completed. Failing to verify or update screenings regularly is considered a violation of this Policy. 

Personnel responsible for engaging with third parties, such as suppliers, customers, and distributors, must ensure these entities undergo proper screening to confirm their identity and legitimacy before entering into any agreements or transactions.

7. AGENTS AND THIRD PARTIES

Hiring an Agent

Due diligence is expected to be performed on the Agents before onboarding them. Accordingly, such Agent may be required to provide adequate documentation and other information to complete the due diligence process.

General checks prior to on-boarding

  • Before onboarding any agent, employees must verify their identity and business details through in-person meetings or appropriate KYC checks, ensuring all vendor registration forms, licenses, and documents are complete and authentic.  
  • Collect and verify bank account details, including signatories and cancelled cheque, and ensure all payments are made only to the registered account.  
  • Conduct background and integrity checks using public sources, government repositories, and references to detect any legal, ethical, or reputational risks.  
  • Apply enhanced due diligence when engaging consultants or intermediaries dealing with government officials, especially in high-risk regions, and ensure Legal Department approval of their contracts.  
  • Provide each agent with this policy. 
  • Any interaction with government officials on behalf of the company must have prior written approval from Legal Counsel.

After on-boarding

Employees reviewing or approving invoices for Agents, must verify that all charges are properly documented, recorded, and legitimate. In addition, they must always be aware of potential "red flags" and report immediately. (See section 10 Reporting Bribery and Corruption)

8. EXCLUSIONS

Considering the nature of our business, we understand that employees may receive promotional and sample products for testing before launch of the product. Livspace places trust in the sound judgment of its employees, ensuring that such products are used for legitimate business purposes and not for personal gain or benefit.

9. RECORD RETENTION

Keeping adequate financial records is an important anti-bribery and corruption control. All employees must

  • comply with the Policy for Document retention and Archival.
  • Maintain accurate, transparent, and complete records for all transactions, payments, and expenses.  
  • Ensure every financial transaction is properly identified, fairly recorded in official books, and available for review by the Board, auditors, or other authorized bodies.  
  • Do not maintain off-book accounts or falsify any record or documentation to conceal bribery or corruption.  
  • Maintain all third-party invoices, accounts, and documents with strict accuracy and completeness.  
  • Record all expenses promptly with proper supporting documentation before reimbursement.

10. REPORTING BRIBERY AND CORRUPTION

Employees and third parties must report any concerns regarding the breach of this policy directly to their immediate reporting manager, skip level manager, HR Representative, Legal department or through the whistleblower channel (ethics@livspace.com). Reporting channels are also enshrined in the Company’s Whistleblower Policy disclosed on the website of the Company.

11. CONSEQUENCES OF INDULGING IN BRIBERY AND CORRUPT PRACTICES

Failing to follow applicable laws and this Policy may result in any number of serious consequences, in line with the Code of Conduct and the Whistleblower Policy, including probation, suspension without pay, reduction in salary, termination of employment, and restitution, as well as civil and criminal fines and imprisonment.

12. INTERPRETATION, EXCEPTION AND IMPLEMENTATION

In the event of any conflict between this Policy and any applicable law, the provisions of such Applicable Law shall prevail over this Policy. 

Any exception to this policy must be approved by the Head of Human Resources and the Chief Executive Officer.

All personnel (acting on behalf of Livspace) are responsible for adhering to the principles set out in this policy. Any clarification regarding this policy can be addressed to the Head of HR or Head of Legal or Head of Risk and Compliance.