WHISTLE BLOWING POLICY (THE “POLICY”)

1.0 SCOPE OF POLICY APPLICATION AND RESPONSILITY FOR ITS MAINTENANCE:

This Policy applies to all employees of Wee Hur Holdings Ltd (“the Company”), including full-time, part-time and contract employees and those of its local and overseas subsidiaries, and associates (the “Group”), and third parties such as customers, suppliers or vendors who have dealings with the Group.

Please note that this Policy is not intended to be used for matters relating to personnel problems, personal grievances, work related problems or customers’ complaints as these matters will be handled by Management.

The Audit Committee shall be responsible for the maintenance, regular review and updating of this Policy. Revisions, amendments and alterations to this Policy can only be implemented after approval by the Audit Committee and the Board of Directors. Changes will be notified in writing to all employees when these occur.


2.0 PURPOSE:

2.1 This Policy aims to provide an avenue for employees of the Group and third parties to raise concerns about wrongdoing, malpractice or Improper Accounting Activity within the Company and the Group which they may become aware of and to provide reassurance that they will be protected from reprisals, victimization or any Retaliatory Action for whistle-blowing made in good faith and without malice.

2.2 “Retaliatory Action” means the use of (or any attempt to use) authority, threats or other action including but not limited to demotion, suspension, harassment or any other discriminatory action by any employee or officer of the Company/Group to influence or to interfere with the right of another employee to report any wrongdoing, malpractice or Improper Accounting Activity or against an employee who has, in good faith made or assisted in making a report of wrongdoing, malpractice or Improper Accounting Activity

2.3 This Policy is intended to cover all concerns that could have an adverse impact on the Company or the Group, or both, such as actions that:-

  • may lead to incorrect financial reporting;
  • are unlawful;
  • are not in line with a legal obligation of a Company or Group Policy or both;
  • may pose danger to the health and safety of an individual;
  • may damage or cause potential damage to the environment;
  • amount to professional or ethical malpractice;
  • deliberately conceal serious wrongdoings or malpractices;
  • may pose serious breach of fundamental internal control;
  • otherwise amount to serious improper conduct;
  • deliberately conceal information tending to show any of the above;
  • abuse of Authority for Personal Gain; or
  • any conflict of interest in any activity that is, or appears to be, opposed to the best interest of the Company of the Group

The above list is not exhaustive.

2.4 Some examples of “Improper Accounting Activity” are:

  • Actual or suspected fraud, including deliberate errors in preparing evaluation or review of any financial statements of the Company or the Group or both ;
  • Actual or suspected error, including deliberate error in recording and maintenance of the financial records of the Company or the Group or both;
  • Actual or suspected deficiencies in or non-compliance with the Group’s internal controls and procedures; and
  • Actual or suspected misrepresentation by an officer or auditors regarding a matter contained or required to be contained in the Company or the Group or both’s financial records, reports or audit reports.

The above list is not exhaustive.

 

3.0 POLICY:

The Company is committed to the highest standards of ethical and legal business conduct. In line with this commitment and the Company’s commitment to open communication and strong corporate governance, this Policy provides an avenue for employees and third parties to raise concerns about wrongdoing, malpractice for Improper Accounting Activity within the Company or the Group when they become aware and ensure that:

(i) independent investigations are carried out in an appropriate and timely manner,

(ii) appropriate action is taken to correct the weaknesses in internal controls and policies which allowed the perpetration of fraud or misconduct or both, and to prevent a recurrence, and

(iii) administrative, disciplinary, civil or criminal actions or any combinations of these are initiated following the completion of investigations are appropriately balanced and fair, while providing reassurance that complainants will be protected from reprisals or victimization for whistle-blowing in good faith and without malice.

All employees within the Company and the Group, and the third parties who have dealings with the Group are encouraged to report any wrongdoing, malpractice or Improper Accounting Activity that they reasonably believe have taken place, is taking place or will take place, to the Audit Committee who has been appointed by the Company to receive such reports. The contact details of the Audit Committee are set out in Section 5 (Procedures) below. Such reporting is commonly known as “Whistle Blowing”.

 

4.0 SAFEGUARD

Safeguards to be provided in the implementation of this Policy are as follows:

(a) No Harassment, Victimization or Retaliatory Act 

Harassment, victimization of or Retaliatory Action against the complainant will not be tolerated and appropriate steps will be taken to ensure the complainant suffers no detriment or retaliation as a result of raising concerns in accordance with this policy.

(b) Confidentiality

Every effort will be made to protect the complainant’s identity, if so requested, so long as it is compatible with a proper investigation. However, it is important to be aware that it may be necessary to reveal the identity of the complainant, to assist in investigations under certain circumstances or where the Company or the Group is required by law to make sure disclosure.

 

5.0 PROCEDURES

5.1 Submission of incidents or concerns

These procedures are set up to ensure that employees of the Group and third parties have the means to raise concerns about possible improprieties. Employees or third parties should forward incidents or concerns to the Chairman of the Audit Committee or any member of the Audit Committee.

5.2 The following are the contact numbers and email addresses of the Audit Committee :-

(1) Mr William Teo (Chairman of the Audit Committee)

Email Address : williamteo33@yahoo.com
Handphone No : 93388632

(2) Mr Robert Wong (Member of the Audit Committee)

Email Address : robert@straitslaw.com.sg
Handphone No : 96397016

(3) Mr Goh Yew Gee (Member of the Audit Committee)

Email Address : yggoh@multizones.com.sg
Handphone No : 97329939

 

5.3 To assist the Audit Committee in assessing and investigating the reported incident or concern effectively and efficiently, the employee or the third party should provide as much specific and factual information as possible to allow for proper evaluation of the nature, extend, validity and urgency of the matter reported.

5.4 At the minimum, the following key information should be provided (where applicable):

a. the alleged event, matter or issue that is the subject or concern and reasons why the employee or third party is particularly concerned about the situation;

b. the name of the person(s) and/or department(s) involved (including any external parties involved);

c. the approximate date and location of the events that have taken place.

d. documentation or evidence available to support the matter, event or issue reported;

e. confirmation that he is an employee of the Group or a third party who has dealings with the Group; and any additional information.

 

5.5 Employees and third parties are encouraged to disclose their identities when reporting an incident or concern so as to facilitate investigation or further dialogue when necessary. Once disclosed, however, the identities of the employees or third parties will be kept strictly confidential.


5.6 Assessment, investigation and treatment of incidents or concerns 

Factors to consider in determining whether to conduct an investigation:

a) who is the alleged “wrongdoer”?

If an executive officer, senior finance officer or members of the Management is alleged to have engaged/involved in the alleged wrongdoing, this factor alone may influence the decision in favour of conducting an investigation.


b) how serious is the alleged wrongdoing?

If the alleged wrongdoing would constitute a crime either involving the integrity of the financial statements of the Group, misappropriation of assets or violation of any laws and regulations, this alone may influence the decision in favour of conducting an investigation.

c) how credible is the allegation?

In assessing credibility, the Audit Committee will consider all facts surrounding the allegations such as whether the alleged incidents were described with sufficient details or information and supporting documentation or other evidence.

5.7 The Audit Committee may, at its discretion, engage the assistance of one or more experts/advisors (such as external/internal auditors, legal counsel, technical experts, etc) to assist in the investigation and/or analysis of the results.

5.8 Following the investigation, if the alleged incident or concern is determined to be valid, the Audit Committee shall issue a formal report to the Board of Directors within two weeks or as soon as possible after completion of the investigation. The report shall incorporate the following information:
 

a. the name of the people involved in the incident, including any external parties.

b. the role of each of the people involved in the incident, including external parties (where applicable).

c. the nature of event that took place.

d. the circumstances of the events leading to the incident.

e. a quantification of the extent of the financial implication involved (where possible including reputation and/or financial loss).

f. recommended remedial and corrective actions to be taken including disciplinary actions in accordance with the Group’s Human Resource policy such as dismissal or reporting of the case to the legal authorities.

5.9 The Board of Directors and/or Audit Committee shall take appropriate actions to be taken in respect of the investigated incident.

5.10 Confidentiality of Identity

Complaints may be submitted anonymously. In order to aid the Audit Committee in its review and investigation of complaints, a complainant is encouraged to disclose his identity when submitting complaints and the identity of a complainant, so disclosed, shall be kept strictly confidential save where:

5.9.1 the identity of the complainant, in the opinion of the Audit Committee is material to any investigation; or
5.9.2 it is required by law, order or direction of any court, regulatory body or stock exchange; or
5.9.3 the Company’s Board is of the opinion that it would be in the best interests of the Company or the Group to do so.

5.11 Abuse of Policies and Procedures

All Complaints should be made in good faith with reasonable grounds for believing that a wrongdoing, malpractice or an Improper Accounting Activity has taken place, is taking place or will take place. Only upon the determination of the Audit Committee, may any action be taken against any employee or third party who has made a complaint frivolously, maliciously, in bad faith, for personal gain, making an allegation knowing it to be untrue or unfounded, or otherwise an abuse of the policies and procedures herein. Company reserves the right to take such action as the Audit Committee deems appropriate against any such employee including but not limited to disciplinary action or any third party.

6. REVIEW OF POLICY

The Audit Committee shall review this policy on a regular basis and recommend any amendment as appropriate for approval by the Board of Directors.