ISOTEAM LTD.
Registration Number 201230294M
(Incorporated in the Republic of Singapore)
WHISTLEBLOWING POLICY
SCOPE
This policy applies to all directors, officers, employees,
including full-time, part-time and contract employees of ISOTeam Ltd. (the “Company”), its
subsidiaries and associated companies (together with the Company, the “Group”) and external parties.
PURPOSE
The Group are committed to a high standard of compliance with
accounting, financial reporting, internal controls, corporate governance and
auditing requirements and any legislation relating thereto. In line with this
commitment, the Whistleblowing Policy (“Policy”) aims to provide an avenue for employees and external parties to
raise concerns and offer reassurance that they will be protected from reprisals
or victimisation for whistleblowing in good faith.
The Policy is intended to conform to the guidance set out in the
Code of Corporate Governance which encourages employees and external parties to
raise concerns, in confidence, about possible irregularities.
OBJECTIVES OF THIS POLICY
1.
Deter wrongdoing and
to promote standards of good corporate practices.
2.
Provision of proper
avenues for employees and external parties to raise concerns about actual or
suspected improprieties in matters of financial reporting or other matters and
receive feedback on any action taken.
3.
Give employees and
external parties the assurance that they will be protected from reprisals or
victimisation for whistleblowing in good faith.
POLICY
This policy is intended to cover concerns over wrongdoing or
malpractice within or by the Group, including, without limitation, the
following:-
(a)
concerns about the
Group’s accounting, internal controls or auditing
matters
(b)
breach
of or failure to implement or comply with the Group’s policies or code of
conduct
(c)
impropriety,
corruption, acts of fraud, theft and/misuse of the Group’s properties, assets or resources
(d)
conduct which is an
offence or breach of law
(e)
abuse of power or
authority
(f)
serious conflict of
interest without disclosure
(g)
intentional provision
of incorrect information to public bodies
(h)
any other serious
improper matters which may cause financial or non-financial loss to the Group, or damage to the
Group’s reputation
(i)
fraud against
investors, or the making of fraudulent statements to the Singapore Exchange
Securities Trading Limited, members of the investing public and regulatory
authorities
(j)
acts to mislead,
deceive, manipulate, coerce or fraudulently influence any internal or external
accountant or auditor in connection with the preparation, examination, audit or
review of any financial statements or records of the Group
Whistle Blowing Policy – edited 13 Jan 2025 1
ISOTeam Group of Companies
(k) concealing
information about any malpractice or misconduct
The above list is intended to give an indication
of the kind of conduct which might be considered as “wrongdoing”. In cases of doubt, the
whistleblower should seek to speak to his or her immediate superior or professional adviser or follow
the procedure for reporting under this Policy.
PROTECTION AGAINST REPRISALS
If an employee or external party raises a
genuine concern under this Policy, he or she will not be at risk of losing his
or her job or suffering from retribution or harassment as a result. Provided
that the employee or external party is acting in good faith, it does not matter
if he or she is mistaken.
However, the Group does not condone frivolous,
mischievous or malicious allegations. Employees or external parties making such
allegations may face disciplinary action.
CONFIDENTIALITY
The Group encourages the whistleblower to
identify himself/herself when raising a concern or providing information. All
concerns will be treated with strict confidentiality.
Exceptional circumstances under which
information provided by the whistleblower could or would not be treated with
strictest confidentiality include:
·
where the Group is
under a legal obligation to disclose information provided
·
where the information
is already in the public domain
·
where the information
is given on a strictly confidential basis to legal or auditing professionals
for the purpose of obtaining professional advice
·
where the information
is given to the Police or other authorities for criminal investigation
In the event the Group is faced with a
circumstance not covered by the above, and where the whistleblower’s
identity is to be revealed, it will endeavour to
discuss this with the whistleblower first.
CONCERNS AND INFORMATION PROVIDED ANONYMOUSLY
Concerns expressed anonymously are much less
persuasive and may hinder investigation work as it is more difficult to
look into the matter or to protect the whistleblower’s position. Accordingly, the Group will consider anonymous reports, but
concerns expressed or information provided anonymously will be investigated on
the basis of their merits.
REPORTING PROCEDURES
1. Reporting
1.1 Report
to his/her immediate supervisor.
1.2 If the concern
involves his/her immediate supervisor, manager or Head of Department, or for
any reason he/she would prefer them not to be told, he/she may report to Mr
David Ng Cheng Lian, the Executive Chairman of the Company.
1.3 If none of the
channels above are suitable, the whistleblower can address his/her concerns to
any of the members of the Audit Committee of the Company as follows:
·
Mr Yap Soon Yong
(email address: syyap8800@gmail.com)
·
Mr Jeremiah Huang
Weiquan (email address: jeremiah.huang@iconlaw.sg)
·
Dr Teo Ho Pin (email
address: hopin.teo@gmail.com)
Whistle Blowing Policy – edited 13 Jan 2025 2
ISOTeam Group
of Companies
2.
Timing
2.1 The earlier the
concern is raised the easier it is for the Group to take action.
3.
Evidence
3.1 The report should
be setting out the background and history of events and reasons for the concern
so as to provide the necessary information to the members of the Audit
Committee of the Company as to the nature of the concerns. Although the
employee or external party is not expected to prove the truth of an allegation,
the employee or external party is encouraged to provide such evidence so as to
demonstrate that there are sufficient grounds for concern.
3.2 If the whistleblower is not comfortable
about writing in, the whistleblower can telephone or meet the appropriate
officer in confidence at a time and location to be determined together.
4.
How the Complaint will be Handled
4.1 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.
4.2 The Group assures
the whistleblower 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
4.3 If an investigation is necessary, the
Audit Committee of the Company may conduct its own investigation or may 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.
5. Report to Whistleblower
5.1 Subject to legal constraints, the
whistleblower will be given the opportunity to receive follow-up notification
on his/her 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; and
·
notifying them of
reason(s) should it be decided that no action is to be taken.
6. Further Information
6.1 The amount of contact between the
whistleblower 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 whistleblower.
6.2 Subject to legal constraints, the
whistleblower will receive information about the outcome of any investigations.
Approved by the Audit Committee on 27 August 2013.
Approved and adopted by the Board of Directors on 27 August 2013.
Whistle Blowing
Policy – edited 13 Jan 2025
This policy applies to all directors, officers, employees,
including full-time, part-time and contract employees of ISOTeam Ltd. (the “Company”), its
subsidiaries and associated companies (together with the Company, the “Group”) and external parties.
PURPOSE
The Group are committed to a high standard of compliance with
accounting, financial reporting, internal controls, corporate governance and
auditing requirements and any legislation relating thereto. In line with this
commitment, the Whistleblowing Policy (“Policy”) aims to provide an avenue for employees and external parties to
raise concerns and offer reassurance that they will be protected from reprisals
or victimisation for whistleblowing in good faith.
The Policy is intended to conform to the guidance set out in the
Code of Corporate Governance which encourages employees and external parties to
raise concerns, in confidence, about possible irregularities.
OBJECTIVES OF THIS POLICY
1.
Deter wrongdoing and
to promote standards of good corporate practices.
2.
Provision of proper
avenues for employees and external parties to raise concerns about actual or
suspected improprieties in matters of financial reporting or other matters and
receive feedback on any action taken.
3.
Give employees and
external parties the assurance that they will be protected from reprisals or
victimisation for whistleblowing in good faith.
POLICY
This policy is intended to cover concerns over wrongdoing or
malpractice within or by the Group, including, without limitation, the
following:-
(a)
concerns about the
Group’s accounting, internal controls or auditing
matters
(b)
breach
of or failure to implement or comply with the Group’s policies or code of
conduct
(c)
impropriety,
corruption, acts of fraud, theft and/misuse of the Group’s properties, assets or resources
(d)
conduct which is an
offence or breach of law
(e)
abuse of power or
authority
(f)
serious conflict of
interest without disclosure
(g)
intentional provision
of incorrect information to public bodies
(h)
any other serious
improper matters which may cause financial or non-financial loss to the Group, or damage to the
Group’s reputation
(i)
fraud against
investors, or the making of fraudulent statements to the Singapore Exchange
Securities Trading Limited, members of the investing public and regulatory
authorities
(j)
acts to mislead,
deceive, manipulate, coerce or fraudulently influence any internal or external
accountant or auditor in connection with the preparation, examination, audit or
review of any financial statements or records of the Group
Whistle Blowing Policy – edited 13 Jan 2025 1
ISOTeam Group of Companies
(k) concealing
information about any malpractice or misconduct
The above list is intended to give an indication
of the kind of conduct which might be considered as “wrongdoing”. In cases of doubt, the
whistleblower should seek to speak to his or her immediate superior or professional adviser or follow
the procedure for reporting under this Policy.
PROTECTION AGAINST REPRISALS
If an employee or external party raises a
genuine concern under this Policy, he or she will not be at risk of losing his
or her job or suffering from retribution or harassment as a result. Provided
that the employee or external party is acting in good faith, it does not matter
if he or she is mistaken.
However, the Group does not condone frivolous,
mischievous or malicious allegations. Employees or external parties making such
allegations may face disciplinary action.
CONFIDENTIALITY
The Group encourages the whistleblower to
identify himself/herself when raising a concern or providing information. All
concerns will be treated with strict confidentiality.
Exceptional circumstances under which
information provided by the whistleblower could or would not be treated with
strictest confidentiality include:
·
where the Group is
under a legal obligation to disclose information provided
·
where the information
is already in the public domain
·
where the information
is given on a strictly confidential basis to legal or auditing professionals
for the purpose of obtaining professional advice
·
where the information
is given to the Police or other authorities for criminal investigation
In the event the Group is faced with a
circumstance not covered by the above, and where the whistleblower’s
identity is to be revealed, it will endeavour to
discuss this with the whistleblower first.
CONCERNS AND INFORMATION PROVIDED ANONYMOUSLY
Concerns expressed anonymously are much less
persuasive and may hinder investigation work as it is more difficult to
look into the matter or to protect the whistleblower’s position. Accordingly, the Group will consider anonymous reports, but
concerns expressed or information provided anonymously will be investigated on
the basis of their merits.
REPORTING PROCEDURES
1. Reporting
1.1 Report
to his/her immediate supervisor.
1.2 If the concern
involves his/her immediate supervisor, manager or Head of Department, or for
any reason he/she would prefer them not to be told, he/she may report to Mr
David Ng Cheng Lian, the Executive Chairman of the Company.
1.3 If none of the
channels above are suitable, the whistleblower can address his/her concerns to
any of the members of the Audit Committee of the Company as follows:
·
Mr Yap Soon Yong
(email address: syyap8800@gmail.com)
·
Mr Jeremiah Huang
Weiquan (email address: jeremiah.huang@iconlaw.sg)
·
Dr Teo Ho Pin (email
address: hopin.teo@gmail.com)
Whistle Blowing Policy – edited 13 Jan 2025 2
ISOTeam Group
of Companies
2.
Timing
2.1 The earlier the
concern is raised the easier it is for the Group to take action.
3.
Evidence
3.1 The report should
be setting out the background and history of events and reasons for the concern
so as to provide the necessary information to the members of the Audit
Committee of the Company as to the nature of the concerns. Although the
employee or external party is not expected to prove the truth of an allegation,
the employee or external party is encouraged to provide such evidence so as to
demonstrate that there are sufficient grounds for concern.
3.2 If the whistleblower is not comfortable
about writing in, the whistleblower can telephone or meet the appropriate
officer in confidence at a time and location to be determined together.
4.
How the Complaint will be Handled
4.1 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.
4.2 The Group assures
the whistleblower 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
4.3 If an investigation is necessary, the
Audit Committee of the Company may conduct its own investigation or may 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.
5. Report to Whistleblower
5.1 Subject to legal constraints, the
whistleblower will be given the opportunity to receive follow-up notification
on his/her 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; and
·
notifying them of
reason(s) should it be decided that no action is to be taken.
6. Further Information
6.1 The amount of contact between the
whistleblower 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 whistleblower.
6.2 Subject to legal constraints, the
whistleblower will receive information about the outcome of any investigations.
Approved by the Audit Committee on 27 August 2013.
Approved and adopted by the Board of Directors on 27 August 2013.
Whistle Blowing Policy – edited 13 Jan 2025