Reporting Policy and Procedures
1. Scope of Policy
The main scope of whistleblowing policy covers:
- Fraudulent financial reporting
- Misappropriation of assets
- Improper or unauthorized expenditures (including bribery and other improper payment schemes)
- Unsafe work practices
- Material breaches of Group policy
- Violations of laws and regulations (including those that expose the company or its agents to regulatory or criminal actions. e.g. securities frauds)
- Any other matters involving fraud, corruption and employee misconduct
It is the Audit Committee's ("AC") responsibility to ensure that the Company has appropriate procedures for the receipt, retention and treatment of disclosures or complaints about the Company's accounting, internal accounting controls or auditing matters.
In addition, the AC must protect the identity of the complainant and the complainant should not suffer any retaliation for the disclosure or complaint made. On the other hand, complaints should not be made for personal gains and should not be mere expressions of grievances. In view of the protection afforded to an employee or any external third parties raising a bona fide concern, it is preferable that the individual put his name to any disclosure. The identity of the person will be kept confidential, if so requested, so long as is consistent with a proper investigation.
3. Procedures for Whistleblowing
3.1 Submission and receipt of issues of concerns, complaints or disclosures (collectively, "Complaints")
Employees are free to bring Complaints to the attention of their supervisors, the Human Resources Department or the Legal Department, as they would in any other workplace concern. The recipient of such Complaints shall forward them promptly to Mr. Ho Chew Thim, Lead Independent Director and member of the Audit Committee.
Furthermore, to ensure that Complaints can be submitted confidentially or anonymously when complainants so choose, the complainant can address his Complaint to 29 Tai Seng Avenue #02-01, Natural Cool Lifestyle Hub, Singapore 534119, in a sealed envelope, marked "Private and Strictly Confidential - Attention: Audit Committee, Procurri Limited" and drop it into the locked letterbox marked "Audit Committee, Procurri Limited" located in HR department. The envelope shall be forwarded unopened to Mr. Ho Chew Thim, Lead Independent Director. Alternatively, the complainant can raise his concerns by an email submission to Mr. Ho Chew Thim via the email address email@example.com.
As it is essential for the Group to have all critical information in order to be able to effectively evaluate and investigate a complaint, the report made should include details of the parties involved, dates or period of time, the nature of concern, evidence substantiating the complaint, where possible, and contact details, in case further information is required.
Mr. Ho Chew Thim shall inform the AC of all Complaints received, with an initial assessment as to the appropriate treatment of each Complaint. All matters reported will be reviewed within a reasonable timeframe, and after due consideration and inquiry, a decision will be taken on whether to proceed with a detailed investigation.
If the AC deems it appropriate to proceed with a detailed investigation, the Complaints shall be directed to the Investigation Team headed by Mr Vincent Choo, Group Chief Financial Officer in cases whereby the Compliant is directed at members of the Investigating Team, the AC shall appoint appropriate replacement(s) to the team.
If the AC deems it appropriate, it may engage at the Company's expense, independent advisers, outside counsel or accountants unaffiliated with the Company's auditors.
Following investigation and evaluation of a Complaint, the Investigation Team shall report to the AC on recommended disciplinary or remedial action, if any. The action determined by the AC to be appropriated shall then be brought to the Board or to appropriate members of senior management for authorization and implementation respectively. If the action taken to resolve a Complaint is deemed by the AC to be material or otherwise appropriate for inclusion in the minutes of meetings of the AC, it shall be so noted in the minutes.
Any effort to retaliate against any person making a Complaint in good faith is strictly prohibited and shall be reported immediately to the AC Chairman.
3.3 Retention of Records of Complaints
Records pertaining to the Complaint and the investigation, if any, shall be the property of the Company and shall be retained by the Company in compliance with applicable laws and the document retention policies of the Company.
The records shall be subject to safeguards to ensure their confidentiality and when applicable, to protect the identity of the complainant.