Whistle-Blowing Policy


SCOPE:

This policy applies to all directors, officers, employees, including full-time, part-time and contract employees of Darco Water Technologies Limited (the “Company”) and the subsidiaries and associates of the Company (together with the Company, the “Group”), whether located in Singapore or elsewhere.


PURPOSE:

The Group is committed to the highest possible standards of ethical, moral and legal business conduct. In line with this commitment and the Group’s commitment to open communication and good corporate governance, this policy aims to provide a framework by which employees may raise concerns about wrongdoing or malpractice within the Group and to reassure the employees that they will be protected from reprisals or victimisation for whistle blowing in good faith and without malice.


POLICY:

The whistleblowing policy is intended to cover concerns over wrongdoing or malpractice within or by the Group (“Alleged Wrongful Act”), including, without limitation, actions that:-

  • may lead to incorrect financial reporting;
  • may be questionable accounting or auditing matters
  • are unlawful;
  • are in breach of a legal obligation or contrary to any Group policy;
  • may pose dangers to the health and safety of an individual;
  • may damage the environment;
  • may amount to professional or ethical malpractices;
  • conceals wrongdoings or malpractices;
  • may pose breach of fundamental internal control;
  • misappropriates assets or funds of the Group;
  • violations of this policy;
  • otherwise amount to improper conduct; or
  • deliberately conceal information tending to show any of the above.

SAFEGUARDS:

Harassment or Victimisation

Harassment, or victimisation of the complainant solely in retaliation for raising concerns over Alleged Wrongful Act 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 over Alleged Wrongful Act.

Victimisation includes termination of employment; demotion; suspension; written reprimand; retaliatory investigation; decision not to promote; receipt of an unwarranted performance rating; withholding of appropriate salary adjustments; elimination of the employees’ position, absent an overall reduction in work force, re-organisation, or a decrease in or lack of sufficient funding, monies, or work load; or denial of awards, grants, leaves or benefits for which the employee is then eligible, or discrimination or threats of any form.


Confidentiality

Every effort will be made to protect the complainant’s identity, if so requested, so long as 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 investigation under certain circumstances or to comply with relevant laws such as:

  1. Where the Group is under a legal obligation to disclose information provided
  2. Where the information is already in public domain
  3. Where the information is given on a strictly confidential basis to legal or auditing professionals for the purpose of obtaining professional advice
  4. Where the information is given to the Police or other authorities for criminal investigation

In the event we are faced with a circumstance not covered by the above, and where the complainant’s identity is to be revealed, we will endeavour to discuss this with the complainant first.


Anonymous Allegations

The policy encourages employees to put their names to allegations because appropriate follow-up questions and investigations may not be possible unless the source of the information is identified. Concerns expressed anonymously will be investigated, but consideration will be given to:

  • the seriousness of the issue raised;
  • the credibility of the concern; and
  • the likelihood of confirming the allegation from attributable sources.

Malicious Allegations

Employees who raise a concern in good faith, which is shown to be unsubstantiated by subsequent investigation, will not have action taken against them. However, an employee who makes an allegation maliciously, for personal gain or knowing it to be untrue or unfounded, may result in disciplinary action.


REPORTING PROCEDURES:


Reporting

Notwithstanding this policy, if any employee is not satisfied with the action taken, or if the employee feels unable to raise a concern within the Group, the employee may report to the relevant competence authorities.

Concerns over or reports of Alleged Wrongful Acts should be reported in writing to:


Managing Directors and CEO

By hand or by post to:

21 Marsiling Industrial Estate Road 9
#01-03
Singapore 739175

However where for some reason it is inappropriate to report to the Administrator or where necessary, the complainant may report directly to the Chairman of the AC as follows:


Chairman of the Audit Committee


DARCO WATER TECHNOLOGIES LIMITED

By hand or by post to:

6 Battery Road
#10-01
Singapore 049909

OR

By email to the Chairman of the Audit Committee / Company Secretary

Email address: shirleytan@rhtcorporate.com

To ensure that complaints can be submitted confidentially or anonymously, the employee can address his complaint in a sealed envelope, marked “Private and Strictly Confidential”. The envelope shall be forwarded unopened to the Audit Committee Chairman.

The Group also recognises that the complainant may wish to seek advice and be represented by the complainant’s trade union officer.


Timing

All complaints should be made as soon as practicable.


Evidence

A report should be sufficiently detailed, setting out the background and history of events and reasons for the concern so as to provide the necessary information to Chairman of the Audit Committee as to the nature of the Alleged Wrongful Act. Although the employee is not expected to prove the truth of an allegation, the employee is encouraged to provide such evidence as to demonstrate that there are sufficient grounds for concern. If the complainant is not comfortable about writing in, the complainant can telephone or meet the appropriate officer in confidence at a time and location to be determined together.


How the Complaint will be Handled

The action taken will depend on the nature of the concern, initial inquiries will be made to determine whether an investigation is appropriate, and the form that it should take. Some concerns may be resolved without the need for investigation.

The Group assures you that any concern raised on information provided will be investigated, but consideration will be given to these factors:

  • Severity of the issue raised
  • Credibility of the concern or information
  • Likelihood of confirming the concern or information from attributable sources

If investigation is necessary, the Audit Committee of the Company will direct an independent investigation to be conducted on the complaint received. A report on that complaint, findings of investigation and a follow-up report on actions taken shall be submitted to the Board of Directors.


Report to Complainant

Subject to legal constraints, the complainant will be given the opportunity to receive follow-up notification on his concern within 2 weeks of the complaint:

  • acknowledging that the concern was received;
  • indicating how the matter will be dealt with;
  • giving an estimate of the time that it will take for a final response;
  • telling them whether initial inquiries have been made;
  • notifying them of reason(s) should it be decided that no action is to be taken.

Further Information

The amount of contact between the complainant and the body investigating the concern will depend on the nature of the issue and the clarity of information provided. Further information may be sought from the complainant.


Information

Subject to legal constraints the complainant will receive information about the outcome of any investigations.


Monitoring

Upon receiving a complaint, the Administrator shall:

  1. determine whether the matter falls within the scope of this Policy and whether an investigation is appropriate;
  2. conducts an investigation, refer the matter to management for investigation and refer the matter to the AC for its investigation

The Administrator shall maintain a record of all complaints received together to the actions taken thereto and this report shall be presented to the AC at its meetings.

The AC shall review the report and direct further actions to be taken as it deems necessary.

Notwithstanding the above, where necessary and appropriate, the Administrator shall immediately provide such detailed information about the complaint to the Chairman of the AC.

The Audit Committee will maintain a record of concerns raised under this policy and the outcomes (but in a form which does not endanger confidentiality and where applicable, protect identity of the complainant) and will report as necessary to the Board of Directors.


Dissemination of Policy

A copy of this policy and any subsequent amendments or modification thereof, shall be made available by the administration department / HR department to all directors, officers, employees, including full-time, part-time and contract employees of the Group, through publication at the notice board / website of the Group companies or such other means as may be approved by Audit Committee.

Approved and adopted by the Audit Committee on 6 August 2014

Approved by the Board of Directors on 6 August 2014


Maintenance of the policy

The Audit Committee has the responsibility for ensuring the maintenance, regular review and updating of this policy. Revisions, amendments and alterations to this policy can only be implemented upon approval by the Audit Committee and the Board of Directors. Changes will be notified in writing to the employees when they occur.