A Bank lent money to borrowers against security of gold ornaments. The Gold ornaments were valued by a Gold Appraiser. The Bank lent 60% of the certified value of the gold. An employee of the Bank who is a man of integri

CS Professional · Resolution of Corporate Disputes, Non-Compliances & Remedies · PYQS · December 2020
A Bank lent money to borrowers against security of gold ornaments. The Gold ornaments were valued by a Gold Appraiser. The Bank lent 60% of the certified value of the gold. An employee of the Bank who is a man of integrity realised that the Gold Appraiser had colluded with the Loan Manager and the security provided was not 'gold ornaments' but 'gold plated ornaments'. Advise the employee on his course of action.

Answer & Explanation:

The employee can make use of the vigil mechanism required to be established under Section 177 (9) of the Companies Act, 2013. The said section provides that listed and prescribed companies, shall establish a vigil mechanism for directors and employees to report genuine concerns in such manner as may be prescribed. According to the above section, every listed company, companies which accept deposits from the public and companies which have borrowed money from banks and public financial institution in excess of ₹50 crores have to establish a vigil mechanism for directors and employees to report their genuine concerns about unethical behaviour / misconduct/actual or suspended faults / violation of rules/ guidelines. Further, as per Section 177(10) of Companies Act, 2013, the vigil mechanism under sub-section (9) shall provide for adequate safeguards against victimisation of persons who use such mechanism and make provision for direct access to the chairperson of the Audit Committee in appropriate or exceptional cases. The proviso to this sub-section state that that the details of establishment of such mechanism shall be disclosed by the company on its website, if any, and in the Board's report. The employee of the Bank can directly email his concern to the chairman of the Audit Committee as mentioned in the "Whistle Blower" & Vigil mechanism policy. All directors of employee are assured that this mechanism provides adequate safeguard against victimization of the concerned director/employee. Accordingly, the employee can inform the Chairman of the Audit Committee about the fraud, without any fear of victimization.

Topics: Corporate Governance

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