WHISTLEBLOWING POLICY

1. Objective & Definition
 

1.1 Objective

The objective of this whistleblowing policy is to encourage employees, vendors or any external party to UG Healthcare Corporation Limited and its subsidiaries (together, the “Group”) to disclose (whistleblow) any improper conduct (as defined under the Malaysian Whistleblower Protection Act, 2010 "WPA 2010") which has come to their knowledge and to provide protection for employees, vendors and external parties who report allegations of improper conduct (as specified under Section 6 of the WPA 2010).
 

1.2 Definition

Whistleblowing is a disclosure by a person, usually an employee, in an enforcement agency, government agency or private enterprise or even members of the public to those in authority either within the organization or at the discretion of the whistleblower to another enforcement agency, of mismanagement, corruption, illegality, or any other wrongdoing carried out by an individual or group of individuals within the organization. Such an act by the said individual(s) may be punishable by any legislated law of Malaysia (or any other countries which The Group operates in). For the purposes of this policy, all such acts shall come to be known as improper conduct (as defined under the WPA 2010).
2. Scope
 
2.1

The policy is established to encourage and guide employees, vendors and external party to report alleged improper conduct. This policy also serves to ensure that all such reports are thoroughly investigated and suitable action are taken where necessary. For the purpose of this policy, the phrase improper conduct although defined by WPA 2010 shall also include but not limited to the following:

  1. Offence or a breach of any legislated law or the Group’s policy;
  2. Miscarriages of justice to any employee or external party perpetuated by an employee or with the collusion of an employee of the Group;
  3. Affecting health and safety risks, including risks to the public as well as other employee deliberately;
  4. Unauthorised use and/or misuse of the Group’s funds, properties and/or facilities detrimental to its interests;
  5. Commission of fraud and/or corruption;
  6. Abuse of power and position for personal gain or causes detriment to the Group;
  7. Discrimination against race, religion or gender or disability;
  8. Deliberate withholding information or unauthorized sharing of information to the detriment of the Group;
  9. Insider trading and money laundering activities;
  10. Make fraudulent statements to SGX-ST, members of the investing public and government or state authorities;
  11. Involve in business and transactions which are in conflict with the interest of the Group;
  12. Acts to mislead, deceive, manipulate and coerce internal or external accountant or auditor in connection with financial statements or records of the Group; and
  13. Concealment of any of the above.
 

2.2 Types of Whistle blower

The whistleblower covered by the policy is set out below:

  1. Internal :
    1. Employees
    2. Contract employees
    3. Temporary employees
  2. External :
    1. Vendors
    2. ustomers
    3. Financial service providers
    4. Any other public individuals/companies whom/which transacts with the Group
 

2.2 Types of Whistle blower

The whistleblower covered by the policy is set out below:

  1. Internal :
    1. Employees
    2. Contract employees
    3. Temporary employees
  2. External :
    1. Vendors
    2. ustomers
    3. Financial service providers
    4. Any other public individuals/companies whom/which transacts with the Group
3. Protection
3.1 The policy protects the whistleblower who lodged a report/complaint, provided the report is made in good faith. Anyone engaging in retaliatory conduct against the whistleblowing employee will be subjected to enforcement action under Section 10 (6) of the WPA 2010. Any employee who has made report in good faith is protected against adverse employment actions which will affect his/her livelihood (e.g. discharge, demotion, suspension, harassment or other forms of discrimination) for reporting improper conduct.
3.2

An employee or any other party is protected even if the report made proved to be incorrect or unsubstantiated. The revocation of whistleblower protection can only be made in the event the conditions specified under Section 11 (1) of the WPA 2010 are met in the opinion of the Group namely:

  1. The whistleblower him/herself has participated in the improper conduct disclosed;
  2. The whistleblower willfully made in his/her disclosure of improper conduct a material statement which he knew or believed to be false or did not believe to be true;
  3. The disclosure of improper conduct is frivolous or vexatious;
  4. The disclosure of improper conduct principally involves questioning the merits of government policy;
  5. The disclosure on improper conduct is made solely or substantially with the motive of avoiding dismissal or other disciplinary action;
  6. The whistleblower, in the course of making the disclosure or providing further information, commits an offence under the WPA2010.
 

3.3 Assurance of Confidentiality

All reports and identity of the whistleblower will be treated in a confidential and sensitive manner in order to protect the whistleblower from victimisation or harassment arises from the reporting. However, the identity of the whistleblower may be disclosed to those who are authorised to carry out investigation into matters relating to the report. The identity of the whistleblower shall always be withheld in these circumstances. Whistleblowers shall be informed when his/her identity is disclosed.
 

3.4 Anonymous Report

This policy encourages the whistleblower to state his/her name to their respective report, whenever possible. Reports expressed anonymously are much less credible but will nevertheless, be considered at the discretion of Audit Committee (“AC”). In exercising this discretion, the factors to be taken into account includes the following:

  1. the seriousness of the issues raised;
  2. the credibility of the report; and
  3. the likelihood of confirming the allegation from attributable sources

The decision of the AC on this matter shall be final. All deliberations of AC on any whistleblower allegations are strictly to be minuted by an Internal Audit Officer/any other Officer of the Group appointed by the Chairman of AC. The said Officer shall maintain records of all reports and supporting documentations on investigations into any reports lodged by whistleblower. These records are to be kept by the said Officer. The decision to make an anonymous report may result in the whistleblower not being conferred protection under the WPA 2010.

In order to enable the Group to obtain further information or clarification for investigation purposes, the anonymous whistleblower shall contact the following designated persons on the 15th day after lodging her complaints between 10am and 12pm of Malaysia time:

  1. Ms. Vijaya Samoodisvary, Head of HR:
    Tel: +606-675-1302 | Email: s_vijaya@unigloves.com.my

  2. Mr. Yip Wah Pung, Chairman of AC:
    Tel: +6012-201-6881 | Email: wpyipco@gmail.com / wahpung.yip@ughcc.com
 

3.5 Mala fide Report

If the employee makes a report in good faith, which is not substantiated and confirmed by subsequent investigations, no action will be taken against the employee. In making a report, an employee must exercise due care to ensure the accuracy of the information given. If, however, an employee makes mala fide report, disciplinary action may be taken against such employee. The onus is on the Group to prove that the said employee had made a mala fide report. On the other hand, if an external party lodges mala fide report, The Group may consider lodging a police report and/or take other necessary actions deemed appropriate.
 

4. Responsibility

The appointed Officer as stated in Section 3.4, usually the Human Resource (“HR”) Manager, is solely authorised to investigate and address all whistleblowing cases reported to them. The Officer will be responsible to monitor and report all cases investigated pursuant to this Whistleblowing Policy to AC. The identity of the whistleblower shall be kept in strict confidence. In the event a report has been made on any HR officer, the complaint shall be handled by the Chairman of AC or any other person appointed by AC in order to prevent any conflicts of interest or biasness in the said investigation.
5.

Procedures
 

5.1 Making a Report

All whistleblowers are encouraged to make a report via the format attached (Refer to Appendix 1). The format is introduced to ensure all relevant information are disclosed. It also serves as a guideline to all parties.

The whistleblower is free to report directly to any enforcement agency if he/she so chooses and may choose any other format as they please. Nonetheless, Section 8 of the Whistleblower Protection Act 2010 provides that disclosing confidential information already disclosed to the Authorities to any third parties, including the Group is an offence of which if convicted is subjected to a penalty of up to RM50,000, a jail term of up to 10 years, or both.

In addition, such disclosure would result the whistleblower losing the protection of confidentiality, protection from detrimental action, and protection from civil, criminal and disciplinary actions afforded by the Authorities.

5.2

The whistleblower shall receive a preliminary report within five (5) business days of the initial report, regarding the investigation, disposition or resolution of the issue. If the investigation of a report, that was done in good faith and investigated by internal personnel, is not to the whistleblower’s satisfaction, then he/she has the right to report to the relevant enforcement agencies. In the event the alleged offence is punishable under a legislation enforced by another agency, the said report would then be forwarded to the relevant agency with the concurrence of the whistleblower or where the complainant is anonymous, the AC.

5.3

In the event investigations by the HR department has revealed that there were individuals connected to any company, business or any entity who by utilizing any of the Group’s employee breached any legislated law, notification should be made immediately to the AC who may in discretion order enforcement action against the parties concerned. The identity of the whistleblower shall be protected at all times.

5.4

Any breaches in the Handbook should be reported to Heads of Departments, HR, or CEO, whoever is appropriate. Other violations stated in the scope of this Whistleblowing Policy should be reported to AC Chairman.

5.5

Reports may be raised verbally or in writing. A whistleblower who wishes to make a written report is invited to use the attached form (Appendix 1) or use an open format. Minimally, the following information should be disclosed in open format:

  1. The background and history of the concern (giving relevant dates, time, names, etc);
  2. The reasons why the whistleblower are particularly concerned about the situation.

6.

Method of Submission

  1. Ms. Vijaya Samoodisvary, Head of HR:
    Tel: +606-675-1302 | Email: s_vijaya@unigloves.com.my

  2. Mr. Yip Wah Pung, Chairman of AC:
    Tel: +6012-201-6881 | Email: wpyipco@gmail.com / wahpung.yip@ughcc.com

  3. Mr. Vincent Leow, Member of AC: Tel: +65-6890-7807 | Email: vincent.leow@allenandgledhill.com