(Making a Disclosure in the Public Interest)
Fameline Holding Group Ltd. together with its subsidiary and affiliate companies “the Company” is committed to the highest standards of openness, probity and accountability.
An important aspect of accountability and transparency is a mechanism to enable staff and other members of the Company to voice concerns in a responsible and effective manner. It is a fundamental term of every contract of employment that an employee will faithfully serve his or her employer and not disclose confidential information about the employer’s affairs. Nevertheless, where an individual discovers information should be disclosed internally without fear of reprisal, and there should be arrangements to enable this to be done independently of line management, although in relatively minor offences the line manager would be the appropriate person to be contacted.
Considering that whistleblowing is an important component of the corporate governance, the Company has endorsed the provisions set out below so as to ensure that no members of staff should feel at a disadvantage or penalized in raising legitimate concerns.
The present Policy shall be subject to periodic review and may be amended from time to time.
- Scope of Policy
This policy, having as its guidelines the UK Public Interest Disclosure Act (1998) is designed to enable employees of the Company to raise concerns internally and at a high level and to disclose information which the individual believes shows malpractice or impropriety. This policy is intended to cover concerns which are in the public interest and may at least initially be investigated separately but might then lead to the invocation of other procedures including disciplinary and/or third party referral if so required. These concerns could include:
- Financial malpractice or impropriety or fraud
- Failure to comply with a legal obligation
- Dangers to Health & Safety and/or the Environment
- Criminal offences
- Improper conduct or unethical behavior
- Deliberate attempts to conceal any of the above
The present Policy undertakes to safeguard:
This policy is designed to offer protection to those employees of the Company who disclose such concerns provided the disclosure is made:
- In good faith
- In the reasonable belief of the individual making the disclosure that it tends to show malpractice or impropriety and if they make the disclosure to an appropriate person Investigating Officer.
The Company will treat all such disclosures in a confidential and sensitive manner. The identity of the individual making the allegation may be kept confidential so long as it does not hinder or frustrate any investigation. However, the investigation process may reveal the source of the information and the individual making the disclosure may need to provide a statement as part of the evidence required.
- Anonymous Allegations
This policy encourages individuals to put their name to any disclosure they make. Concerns expressed anonymously are much less credible, but they may be considered at the discretion of the Company by:
- Taking into account the seriousness of the issues reported
- The credibility of the concern
- The likelihood of confirming the allegation from trustable sources
- Untrue Allegations
If an individual makes an allegation in good faith, which is not confirmed by subsequent investigation, no action will be taken against that individual. In making a disclosure the individual should exercise due care to ensure the accuracy of the information. If, however, through the internal investigation process an individual is found to have made malicious or vexatious allegations, and particularly if he or she persists with making them, disciplinary action may be taken against that individual, as well as, all legal remedies predicted, if the evidence supporting a law suit for defamation (libel, slander) is confirmed.
- Procedures for Making a Disclosure
On receipt of a complaint of malpractice, the member of staff who receives and takes note of the complaint, Head of Compliance must pass this information as soon as is reasonably possible, to the appropriate designated investigating officer as follows:
- Complaints of malpractice will be investigated by the appropriate General Manager unless the complaint is against the General Manager or is in any way related to the actions of the General Manager. In such cases, the complaint should be passed to the CEO for referral.
- In the case of a complaint, which is any way connected with but not against the General Manager, the CEO will nominate a Senior Manager to act as the alternative investigating officer.
- Complaints against the CEO should be passed to the Board Chairman who will nominate an appropriate investigating officer.
- The complaint has the right to bypass the line management structure and take their complaint direct to the CEO/ Board Chairman. The CEO/ Board Chairman has the right to refer the complaint back to management if he/she feels that the management without any conflict of interest can more appropriately investigate the complaint or refer to the Head of Compliance to take such action.
Should none of the above routes be suitable or acceptable to the complainant, then the complainant may approach one of the following individuals who have been designated and trained as independent points of contact under this procedure Monitoring Officer. They can advise the complainant on the implications of the legislation and the possible internal and external avenues of complaint open to them:
1 Ghiwa-Stephanie Mogharbel
Head of Compliance
If there is evidence of criminal activity then the appointed investigating officer should inform the police. The Company will ensure that any internal investigation does not hinder a formal police investigation.
Due to the varied nature of these sorts of complaints, which may involve internal investigators, third parties as legal/auditors bodies and/or the police, it is not possible to lay down precise timescales for such investigations. The investigating officer should ensure that the investigations are undertaken as quickly as possible without affecting the quality and depth of those investigations.
The investigating officer, should as soon as practically possible, send a written acknowledgement of the concern to the complainant and thereafter report back to them in writing the outcome of the investigation and on the action that is proposed. If the investigation is a prolonged one, the investigating officer should keep the complainant informed, in writing, as to the progress of the investigation and when possible as to when it is likely to be concluded.
All responses to the complainant should be in writing and sent to their home address.
- Investigating Procedure
The investigating officer should follow these steps:
- Full details and clarifications of the complaint should be obtained
- The investigating officer should inform the member of staff against whom the complaint is made as soon as it is practically possible without interfering with the results of the preliminary assessment of the case. After the preliminary assessment if further investigation is required, the member of staff will be informed of his/her right to be accompanied by a trade union or other representative at any future interview or hearing held under the provision of these procedures.
- At this stage where further investigation has been decided, the investigating officer should consider the involvement of third parties as the Company auditors, legal and/or HR advisors, the Police or other appropriated external body, after consulting with the CEO/ Board Chairman.
- The allegations should be fully investigated by the investigating officer with the assistance where appropriate, of other internal and/or external individual/ bodies.
- A judgment concerning the complaint and validity of the complaint will be made by the investigating officer. This judgment will be detailed in a written report containing the findings of the investigations and reasons for the judgment. The report will be passed to the CEO/ Board Chairman as appropriate.
- The CEO/ Board Chairman will decide what action to take. If the complaint is shown to be justified, then they will invoke the disciplinary or other appropriate procedures.
- The complainant should be kept informed of the progress of the investigations and, if appropriate, of the final outcome, subject to legal or contractual constrains.
- If appropriate, a copy of the outcomes will be passed to the Company’s Q&S Auditors to enable a review of the procedures
If the complainant is not satisfied that their concern is being properly dealt with by the investigating officer, they have the right to raise it in confidence with the Monitoring Officer, or one of the designated persons described above.
If the investigation finds the allegations unsubstantiated and all internal procedures have been exhausted, but the complainant is not satisfied with the outcome of the investigation, the Company recognizes the lawful rights of employees and ex-employees to make disclosures to prescribed persons (such as the Health and Safety Executive, the Auditors of Q&S Commission) or, where justified, elsewhere, provided the Company is informed in advance of the reasons for the complainant dissatisfaction.
- Responsible Officer
The Head of Compliance has overall responsibility for the maintenance and operation of this policy, and shall keep records of all raised concerns and their outcome.
For avoidance of any doubt in regard to the above-mentioned procedures,
I confirm that I have read and understood the present “Whistleblowing Policy”
Limassol, January 2021