Mrs. Bhawani, one of the directors in ABC Limited (Listed Entity) got evidence against Mrs. Gowri, Chief Financial Officer (CFO), that she is indulged in the revenue leakage activities in the Company. Mrs. Bhawani is sca

The provisions related to Vigil Mechanism is contained in Section 177 (9) and (10) of the Companies Act, 2013 (the Act) read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014. According to Section 177(9) of the Act, vigil mechanism shall be formed by the listed companies for the directors and employees who may report genuine concerns in the manner prescribed in Rule 7 for adequate safeguards against their victimization by use of such mechanism and make provision for direct access to the Chairperson of the Audit Committee in appropriate or exceptional cases. Accordingly, the answer is-Yes, Mrs. Bhawani, Director can opt to use safeguard mechanism available to her under the Vigil Mechanism Policy of ABC Limited against Mrs. Gowri, CFO who indulged in the revenue leakage activities in the company and she may directly report the matter to the Chairman of the Audit Committee and in case the Chairman of the Audit Committee has interest (being a relative of CFO) in the matter, Mrs. Bhawani may directly report the matter to the Chairman of the Board.