HCL Vendor Code of Conduct

HCL Infosystems Limited and/or all of its India and worldwide subsidiaries (hereinafter to be referred as “HCL”) always strive to conduct business in an ethical and lawful manner. We value our employees, customers, business partners, Vendors/Suppliers/Contractors and recognize that they are key to the growth and successive achievements of HCL.


HCL understands that Vendors are integral part of HCL’s commercial operations and have an identity of its own; however, the business practices and actions of our Vendors may make an impact on us and therefore require them to adhere to certain moral and ethical principles in their business operations for sustained growth of HCL and the relevant economy.


HCL expects all Vendors and their employees, agents, and subcontractors (Vendors’ employees, agents, and subcontractors shall hereinafter be referred to collectively as “Representatives”) to adhere to this Vendor Code of Conduct while they are conducting business with and/or on behalf of HCL. All HCL Vendors should educate their Representatives to ensure they understand and comply with this Vendor Code of Conduct while conducting business with and/or on behalf of HCL.


All HCL Vendors and their Representatives shall conduct their business activities in full compliance with the applicable laws and regulations of their respective countries.  While conducting business with HCL or on behalf of HCL, in addition to any specific obligations under Vendor’s agreement with HCL, all HCL Vendors shall, without limitation:

  • Comply with all applicable trade controls, as well as all applicable export, re-export and import laws and regulations.
  • Conduct business in full compliance with antitrust and fair competition laws that govern the jurisdictions in which they conduct business.
  • Comply with all applicable environmental laws and regulations regarding hazardous materials, air emissions, waste and wastewater discharges, including the manufacture, transportation, storage, disposal, and release to the environment of such materials.
  • Be honest, direct, and truthful in discussions with regulatory agency representatives and government officials.
  • Comply with all applicable anti-corruption laws of the countries in which it does business (including anti-bribery laws, laws governing lobbying, gifts and payments to public officials, political campaign contribution laws, and other related regulations), and will not make any direct or indirect payments or promises of payments to foreign government officials or employees for the purpose of obtaining or retaining business on its own behalf or on behalf of HCL or any affiliate, partner or customer of HCL.
  • Not to undertake any business or project that is detrimental to national interest.


HCL Vendors and their Representatives shall conduct their business interactions and activities with integrity and in accordance with their obligations under their specific agreements with HCL. In addition to any specific obligations under Vendor’s agreement with HCL, all HCL Vendors shall, without limitation: 

  • Honestly and accurately record and report all business information and comply with all applicable laws regarding their completion and accuracy.
  • Obtain and all hold all necessary statutory licenses and approvals for conduct of the business.
  • Prepare and maintain accounts fairly and accurately in accordance with the accounting and financial standards generally acceptable.
  • Create, retain, and dispose of business records in full compliance with all applicable legal and regulatory requirements.
  • Protect and responsibly use both the physical and intellectual assets of HCL including property, supplies, consumables and equipment when authorized by HCL to use such assets.
  • Use HCL provided information technology and systems (including e-mail) only for authorized HCL business-related purposes. HCL strictly prohibits Vendors and their Representatives from using HCL provided technology and systems to create, access, store, print, solicit, or send any material that is illegal, intimidating, harassing, threatening, abusive, sexually explicit or otherwise offensive or inappropriate and/or send any false, derogatory, or malicious communications using HCL provided information assets and systems.
  • Comply with all HCL requirements for maintenance of passwords, confidentiality, security, and privacy procedures as a condition of providing HCL with goods or services or receiving access to HCL’s internal corporate network, all systems and buildings. All data stored or transmitted on HCL owned or leased equipment is to be considered private and is the property of HCL. HCL may monitor all use of the corporate networks and all systems (including e-mail) and/or access all data stored or transmitted using the HCL network.
  • Comply with the intellectual property ownership rights of HCL and others including but not limited to copyrights, patents, trademarks, and trade secrets.
  • Use software, hardware and content only in accordance with their associated license or terms of use.
  • Speak to the press on HCL’s behalf only if Vendor and/or Representative(s) is expressly authorized in writing to do so by HCL.
  • Use good judgment, discretion, and moderation when offering gifts or entertainment to HCL employees.
  • Avoid the appearance of or actual improprieties and/or conflicts of interests. Vendor or Representatives shall immediately disclose actual or potential conflict of interest to HCL. A conflict of interest may arise where directly or indirectly (a) an employee of the Vendor/Representative is in a position to derive a personal benefit or a benefit to any of his relatives including spouse by making or influencing decisions relating to any transaction and (b) HCL’s best interest cannot be judged or exercised independently.
  • Dealing directly in the course of negotiating the Vendor agreement or performing the Vendor’s obligations with a spouse, domestic partner, or other family member or relative who is employed by HCL is also prohibited.
  • Avoid insider trading by buying or selling HCL’s or another company’s stock when in possession of information about HCL or another company that is not available to the investing public and that could influence an investor’s decision to buy or sell stock.
  • Not engage in activities that generate or support formation of dominant market positions, monopolies and similar unfair trade practices.


All HCL Vendors and their Representatives also shall not use money or other consideration paid by HCL for any unlawful purpose, including any purposes violating the applicable anti-bribery laws, such as making direct or indirect payments or giving anything of value, in connection with the services, proposed services, or Vendor’s business dealings on HCL’s behalf, for the purpose of assisting HCL in obtaining or retaining business, to any of the following: 

  • Government officials (including any person holding an executive, legislative, judicial or administrative office, whether elected or appointed, or of any public international organization, such as the United Nations or World Bank, or any person acting in any official capacity for or on behalf of such government, public enterprise or state-owned business);
  • Political parties or party officials;
  • Candidates for political office; or
  • Any person, while knowing that all or a portion of such money or thing of value will be offered, given or promised, directly or indirectly, to any of the above-identified persons or organizations.


Any Vendor or its Representative or their immediate family member must not directly or indirectly give any gifts or gratuities with aggregate value exceeding INR 2000 per calendar quarter from any one current or potential client, business partner or other service provider. For purposes of this policy, “gift” includes supplier or vendor or partner paid travels, vouchers, cash, items, vacation package, tickets to sporting or cultural events, concert tickets, and similar spectator or participatory activities.

Vendor or its Representative must inform the HCL employee’s Reporting Managers prior to giving the gift within the defined value limit. Any exceptions must be approved by the Code of Conduct Administration Body.


HCL expects its Vendors to share its commitment to human rights and equal opportunity in the workplace. HCL Vendors shall conduct their employment practices in full compliance with all applicable laws and regulations. All HCL Vendors shall, without limitation: 

  • Cooperate with HCL’s commitment to a workforce free of harassment and unlawful discrimination. While we recognize and respect cultural differences, we believe that Vendor companies should not engage in discrimination in hiring, compensation, access to training, promotion, termination or retirement based on race, color, sex, national origin, religion, age, disability, gender identity or expression, marital status, sexual orientation, or veteran status.
  • Provide a safe and healthy work environment and fully comply with all applicable safety and health laws, regulations and practices. Adequate steps shall be taken to minimize the causes of hazards inherent in the working environment.
  • Prohibit the use, possession, distribution, and/or sale of illegal drugs while on HCL owned or leased property.
  • Use only voluntary labor. The use of forced labor whether in the form of indentured labor, bonded labor, or prison labor by a HCL Vendor and/or its subcontractors is prohibited.
  • Comply with all local and national laws on minimum working age and not utilize child labor.  Workers under the age of 18 cannot perform hazardous work and may be restricted from night work, with consideration given to educational needs.
  • Not engage in physical discipline or abuse. Physical abuse or discipline, the threat of physical abuse, sexual or other harassment and verbal abuse or other forms of intimidation is prohibited.
  • Comply with applicable wage laws including minimum wages, working hours, overtime payments, etc. and keep proper records of employment.  Vendors should provide all benefits required under laws and regulations including PF, ESI, etc.


It is the responsibility of the Vendor to ensure that its Representatives understand and comply with this Vendor Code of Conduct and to inform its HCL contact (or a member of HCL management) if and when any situation develops that causes the Vendor to operate in violation of the code set forth in this document. HCL Vendors are expected to self-monitor their compliance with this Vendor Code of Conduct. In addition to any other rights HCL may have under its agreement with Vendor, HCL may request the immediate removal of any Representative who behaves in a manner that is unlawful or inconsistent with this Code or any HCL policy and also require the Vendor to implement a corrective action plan, if he is in violation of the Code of Conduct.


HCL has established a single, no threat window; whereby any Vendor or its Representatives or any Party, who is aware of any, perceived wrongdoing in the organization, is able to raise it & it ensures that appropriate investigations of the report, timely institutional response & remedial action. The protected disclosure could be submitted; in person, in writing or anonymously; through any of the channels mentioned below:

All Protected Disclosures concerning financial/ accounting matters & complaints pertaining to HCL employees at the levels of Vice Presidents and above should be addressed to the Chairman of the Audit Committee for investigation.


Chairman of the Audit Committee
Mr. E. A. Kshirsagar
19, Tarangini,
Twin Towers Road,
Mumbai 400 025
Tel. No.: 022- 24323150
Email at eak@kshirsagar.in or whistle.blower@hcl.com


All Protected Disclosures concerning any protected disclosure pertaining to other HCL employees should be addressed to the Chief Human Resources Officer (Ethics Officer).


The Chief People Officer
Mrs. Kannika Sagar
HCL Infosystems Ltd.
E – 4,5,6 Sector-11, Noida-201301
U.P. India
Tel No.: 0120-2520977
Email at codeofconduct@hcl.com


We, the Vendor, understand that this code of conduct shall govern all our dealings with HCL inter alia under various contracts executed with HCL.


We agree

For                                           (Vendor)


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