1.1 MindChamps PreSchool Limited (the “Company”) is committed to high standards of corporate compliance and governance, integrity, transparency and accountability to safeguard shareholders’ interests and the assets and reputation of the Company and its subsidiaries (together the “Group”) as a whole.
1.2 This whistleblowing policy (this “Policy”) is intended to provide an open and confidential process for the Group’s employees, suppliers, customers and other stakeholders to express genuine concerns on any serious wrongdoing, such as unlawful conduct, financial malpractice, fraud, or corruption.
1.3 This Policy aims to encourage individuals to be confident in raising genuine concerns without fear of reprisal, discrimination or adverse consequences. It also allows the investigation of any actual, suspected or anticipated wrongdoing within or by the Group.
1.4 Examples of reportable incidents may include, but are not limited to the following, whether actual, suspected or anticipated:
(i) financial or professional misconduct;
(ii) forgery, fraud, or any conduct which is an offence by law;
(iii) irregularity or non-compliance with laws/regulations, and/or internal controls;
(iv) breach of legal obligation (e.g. breach of contract);
(v) serious conflict of interest without disclosure;
(vi) use of the Group’s funds in an unauthorised manner;
(vii) intentional provision of incorrect information to public bodies;
(viii) dangerous or unsafe work environment;
(ix) sexual or physical abuse;
(x) concealing information about any malpractice or misconduct; and
(xi) any other improprieties or matters that may adversely affect shareholders’ interests and the Group’s assets and reputation.
2.1 All reports must be made in good faith and shall be treated fairly and properly.
2.2 Any individual raising concerns or providing information about an actual, suspected, or anticipated wrongdoing shall be protected against any reprisal such as employment termination, retribution, or harassment. Harassment or victimisation of any employee will not be tolerated.
2.3 This Policy is not intended to be used for taking up personal grievances, or for reporting issues that are (i) not factual, (ii) trivial, frivolous and vexatious in nature, or (iii) where the reported incident or subject has no relevance to the Group. Any false, misleading and frivolous claims will be disregarded.
2.4 Whistleblowing reports must not include the following issues:-
(i) operational issues, including but not limited to receiving feedback or complaints from customers, which should be dealt with at the Management level; or
(ii) human resource or other issues for which there are proper channels in place.
2.5 If any employee believes reasonably and in good faith that malpractice exists in the work place, he or she should report this as soon as practicable to his or her immediate manager. Alternatively, he or she may report their concerns to either the Company Secretary or Director of Human Resources.
3.1 Genuine concerns on any serious wrongdoing within or by the Group may be raised in writing to the Audit Committee through [email protected].
3.2 All concerns raised will be independently reviewed by the Audit Committee and all information provided will be kept strictly confidential, except as necessary and appropriate to conduct any relevant investigation(s). Where a police report is required to be made, the identity of the reporting individual and the information provided by that individual may have to be revealed in the investigation process.
3.3 Reports should be made as soon as practicable, and include, in as much detail as possible, the identity and particulars of the parties involved, background, history of events, relationship or interest and any other relevant information or documentation that would assist in the investigation. Concerns or information provided anonymously will be given due consideration by the Group. However, an individual is encouraged to identify himself or herself and provide relevant contact details, in case further clarification or information is required.
3.4 As soon as reasonably practicable and to the extent legally permissible, the Company will, as it considers appropriate, write to the individual who has reported the incident in good faith:-
(i) acknowledging that the concern has been received;
(ii) requesting for further information from that individual;
(iii) informing the individual whether an investigation will take place, and if not, the reason for not proceeding further; and/or
(iv) advising the status or outcome of the investigation, if any.
3.5 Where appropriate and depending on the gravity of the matter, the Audit Committee will independently review the concern and may:
(i) lead the investigation internally;
(ii) consult with the CEO, Company Secretary, senior management, internal auditors, external auditor and legal advisers;
(iii) direct the complaint to the best department or persons to address the concern;
(iv) refer to the police;
(v) resolve by agreed action without the need for investigation; and/or
(vi) convene an independent enquiry.
3.6 The Company reserves the right to refer any concerns or complaints to the relevant external authorities and/or take any appropriate internal disciplinary actions or measures.
This Policy will be disseminated on an annual basis to all employees of the Group and be made available on the Company’s corporate website.
The Audit Committee is responsible for:
(i) reviewing this Policy on a regularly basis; and
(ii) reporting to the Board on significant matters raised through the whistleblowing channel.