Code of Conduct Policy Template for Indian Companies

What a Code of Conduct Policy must include

• Scope and who the code applies to
• Core values and expected professional behaviour
• Integrity, anti-bribery, and gifts clause
• Anti-harassment and anti-discrimination (linked to the POSH policy)
• Conflict of interest declaration
• Confidentiality, data protection, and IT and asset use
• Reporting channel and non-retaliation
• Disciplinary consequences and the enquiry process
• Employee acknowledgement

Drafting tips

• Keep the code short and readable. A code employees actually read beats a 40-page document nobody opens.
• Cross-reference, don't duplicate. Point to the POSH policy, leave policy, and IT policy rather than copying their clauses here.
• Collect a signed or digital acknowledgement from every employee at joining and after each revision. This is what you produce in a disciplinary or labour dispute.
• Align the disciplinary section with your certified Standing Orders or state Shops and Establishments rules where they apply, so the code and the statutory process do not contradict each other.
• Gift thresholds and monetary limits change, so verify any figure against your current policy and the latest notification before circulating.

Code of Conduct Policy format

[COMPANY NAME] CODE OF CONDUCT POLICY
Effective date: [DD MMM YYYY]
Version: [1.0]   Owner: [HR Department]

1. PURPOSE
This code sets out the standards of conduct, integrity, and professional behaviour that [Company Name] expects from every person who works for or represents it. It is designed to protect employees, customers, and the company, and to keep our workplace lawful and respectful.

2. SCOPE
This code applies to all employees (permanent, probationary, and fixed-term), trainees, interns, contractors, and consultants of [Company Name], on and off company premises, whenever they represent the company. It also applies to conduct on official communication channels and social media where the company is identified.

3. CORE STANDARDS OF BEHAVIOUR
Every employee is expected to:
  a. Treat colleagues, customers, and partners with respect and courtesy.
  b. Be punctual, follow the agreed working hours, and record attendance honestly.
  c. Follow all lawful instructions from the reporting manager.
  d. Dress per the [dress code / department norm] and maintain professional conduct.
  e. Report to work free from the influence of alcohol or illegal drugs.
  f. Not engage in violence, threats, bullying, or abusive language.

4. INTEGRITY AND ANTI-BRIBERY
  a. Employees must not offer, solicit, or accept a bribe, kickback, or improper payment in any form.
  b. Gifts or hospitality above [₹2,000] in value must be declined or declared to the manager and HR.
  c. Company funds, expense claims, and records must be accurate and honest. Falsifying any record is a serious offence.
  d. Employees must comply with all applicable laws, including the Prevention of Corruption Act, 1988.

5. ANTI-HARASSMENT AND ANTI-DISCRIMINATION
  a. [Company Name] does not tolerate harassment or discrimination on the basis of gender, religion, caste, disability, age, sexual orientation, or any protected ground.
  b. Sexual harassment is dealt with separately under the company POSH Policy, issued per the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Complaints of sexual harassment go to the Internal Complaints Committee (ICC).
  c. All other harassment or bullying complaints are reported to [HR / posh@company.com] and handled under Section 9 of this code.

6. CONFLICT OF INTEREST
  a. Employees must avoid any situation where personal interest conflicts, or appears to conflict, with the interest of the company.
  b. Outside employment, directorship, or a business that competes with or supplies to [Company Name] must be declared in writing to HR before it is taken up.
  c. A financial interest in, or a close relationship with, a vendor, customer, or a person being recruited or appraised must be disclosed.
  d. Employees must not use their position, company information, or company resources for personal gain.

7. CONFIDENTIALITY AND DATA PROTECTION
  a. Employees must keep confidential all non-public information about the company, its customers, and its employees, during and after employment.
  b. Personal data must be handled per applicable law, including the Digital Personal Data Protection Act, 2023, and used only for legitimate work purposes.
  c. Company documents and data must not be copied, shared, or removed except as required for work.

8. IT, EMAIL, AND ASSET USE
  a. Company laptops, phones, email, internet, and software are provided for business use. Limited reasonable personal use is allowed but is not private.
  b. Employees must not install unlicensed software, share login credentials, or attempt to bypass security controls.
  c. Employees must not access, store, or circulate unlawful, obscene, or offensive material on company systems.
  d. Company assets must be kept secure and returned on separation. Loss or damage due to negligence may be recovered per policy.
  e. The company may monitor its systems and assets to the extent permitted by law.

9. REPORTING A BREACH AND NON-RETALIATION
  a. Any employee who becomes aware of a breach of this code should report it to their manager, HR, or [ethics@company.com].
  b. Reports made in good faith are treated confidentially, and no employee will face retaliation for raising a genuine concern.
  c. A report made in bad faith or known to be false is itself a breach of this code.

10. DISCIPLINARY CONSEQUENCES
  a. A breach of this code may lead to disciplinary action, ranging from a verbal warning to termination, depending on the severity.
  b. Serious misconduct (including theft, fraud, bribery, violence, harassment, or wilful breach of confidentiality) may lead to termination for cause without notice, subject to a fair enquiry.
  c. The disciplinary process follows the principles of natural justice: written notice of the allegation, an opportunity for the employee to respond, a domestic enquiry where warranted, and a reasoned decision.
  d. Nothing in this code limits the company's rights or the employee's rights under applicable law or the applicable standing orders.

11. REVIEW
This code is reviewed at least once every [two] years, or earlier if the law changes. The current version is available on [HR portal / intranet].

ACKNOWLEDGEMENT
I have read and understood the [Company Name] Code of Conduct. I agree to comply with it and understand that a breach may result in disciplinary action.

Signature: ____________________   Date: __________
[Employee Name, Employee ID]

FAQs

Is a code of conduct legally mandatory in India?

There is no single law that mandates a standalone code of conduct for every employer, but related obligations are mandatory: a POSH policy under the POSH Act 2013 for workplaces with 10 or more employees, and certified Standing Orders under the Industrial Employment (Standing Orders) Act for covered establishments. A written code is the practical way to meet these and to support fair disciplinary action.

How is the code of conduct different from the POSH policy?

The code of conduct is the broad behaviour and ethics document covering integrity, conflict of interest, IT use, and general conduct. The POSH policy is a separate, legally required document that specifically handles sexual harassment complaints through the Internal Complaints Committee. The code should reference the POSH policy rather than replace it.

Can an employee be terminated for breaching the code of conduct?

Yes, for serious misconduct such as fraud, theft, bribery, violence, or harassment, subject to a fair enquiry that follows the principles of natural justice. The employee must get written notice of the allegation and a genuine chance to respond before any decision.

Do we need employees to sign the code?

It is strongly recommended. A signed or digital acknowledgement at joining, and again after each revision, is the evidence that the employee knew the standards. Without it, enforcing the code in a dispute is much harder.