Whistleblower Policy

CUSTODIAN: PEOPLE	LATEST UPDATE: SEPTEMBER 2024	POLICY CODE: G.HR.46.1
Whistleblower Policy	Previous Update	NA
	Person responsible for update	Chief People Officer
	Authorized by	Global Exco
	Review Frequency	As Required

1. INTRODUCTION

Smollan is committed to lawful, fair, ethical, and sustainable business practices, as outlined in Smollan’s Code of Conduct, and expects corresponding behaviour by all its employees and business partners. However, issues may arise, or incidents may occur that do not meet such expectations or may be of a concern to employees or other stakeholders. This Policy is a formal representation of the Company’s commitment to the highest standards of professional integrity, ethical behaviour, transparency, and fair dealing in the conduct of its business. In this regard, Smollan has employed the services a whistleblowing platform (herein referred to as Whistle Blowers (Pty) Ltd that allows for anonymous reporting around alleged unethical or illegal behaviour. Smollan will not tolerate issues such as, but not limited to fraud, corruption, extortion, sabotage, asset misappropriation, harassment, victimisation, discrimination and abuse of authority.

2. PURPOSE

The purpose of this policy is to provide a formal, confidential channel to enable employees and external parties, to report in good faith, serious concerns of an Incident and/or wrongdoing that could adversely impact the Company and its subsidiaries, its employees, clients, customers, shareholders, investors or the public at large without fear of being subject to detrimental action. Furthermore, the policy provides a means by which employees can raise legitimate concerns with the appointed service provider, Whistle Blowers (Pty) Ltd, where they have reasonable grounds for believing that there is wrongdoing within the Company. This Policy is consistent with and aligned to the Company’s corporate values and its Code of Conduct. The process is hence intended to address organisational accountability, transparency, and individual responsibility by encouraging individuals to report wrongdoing such as, but not limited to fraud, corruption, extortion, sabotage, asset misappropriation, harassment, victimisation, discrimination and abuse of authority.

3. SCOPE

This Policy applies to all legal entities within Smollan, all business divisions, and operations, as well as everyone who carries out work for the Company, including:

All Employees;
Business Partners, Fixed-term employees, third-party employees, Contractors and Subcontractors; and
Consultants

This Policy applies to all employee(s) of the Company and covers all reports made against any Employee(s) who is alleged to have committed an Incident or wrongdoing. A report of an alleged Incident or wrongdoing may be made by: 3.1. Any employee who has knowledge of an Incident committed by another employee; 3.2. Any external party that has knowledge of an Incident committed by an employee. An Incident is generally described as any conduct by an employee which if proved, constitutes a criminal offence or any conduct that constitutes a wrongdoing or malpractice, and may include but not limited to the following:

Corruption (bribery, kickbacks, conflict of interest)
Any criminal act, including criminal breach of trust, extortion and sabotage
Any act that is likely to cause significant financial loss or cost to the Company, including any intentional misrepresentation of the Company’s financial statements
Asset misappropriation (company assets, inventory, cash)
Harassment including sexual harassment, victimization, bullying, intimidation, discrimination
Collusion including criminal syndicates
Abuse of authority
Fraudulent documentation (financial, non-financial)
Any other action that would cause significant harm to the Company or to any person(s)
Actively suppressing or concealing any information relating to any of the above

INTERNAL GRIEVANCES This policy does not apply to grievances, such as misconduct, unfair treatment and the breach of Smollan Policies and the Code of Conduct, which should be addressed through existing internal procedures. In the case of lodging an internal grievance, employees need to notify their People Representatives and the relevant in-country process will be followed. Since grievances directly affect the employee’s working experience, there is a need for transparency and an outcome to the grievance raised. It is important to use the appropriate channel for each type of issue, as grievances require a resolution that impacts the employee's experience, while whistleblower reports may remain anonymous and do not always result in an outcome shared with the reporter.

4. REPORTING CHANNELS

The Company through adequate means, encourages its employees, stakeholders, service providers and members of the public to report any incidents via the following reporting channels:

5. REPORTING AN INCIDENT

5.1. To protect the anonymity of the whistleblower, we have onboarded Whistle Blowers (Pty) Ltd as an independent third-party service provider. This service provides a platform that allows for anonymous reporting around unethical or illegal behaviour. 5.2. The whistleblower will always remain completely anonymous to Smollan as the employer unless the whistleblower gives permission to share personal details. 5.3. Providing detailed information on the incident reported will lead to a high chance of the alleged improper conduct being investigated and successfully closed-out. 5.4. Any disclosure made should contain the following information in so far as possible:

Details of person(s) involved
Type and details of allegation
Time, location, and dates of unethical conduct
Witness (if any) to the unethical conduct
Lodging of report to another person/ department/ authority
Other relevant information and any available documentation or supporting evidence

5.5. Once the report has been made by the whistleblower, Whistle Blowers (Pty) Ltd will provide the nominated incident report recipients with a report containing details of the alleged incident. 5.6. The in-country process to resolve the reported incidents will be followed to close-out the reported incident. This will be in line with Smollan Code of Ethics and local legislation. 5.7. The in-country Risk Committee will have oversight and governance over the in-country resolution process. 5.8. The Global Risk Committee will have oversight and governance of all the in-country incidents and ensure fair, timeous and ethical resolution. All incidents are audited and tracked on a quarterly basis by this committee. 5.9. Deliberate reporting of false information equates to misconduct and is not protected by this Policy or the law.

6. ANONYMITY OF THE WHISTLEBLOWER

6.1. In view of the protection afforded to individuals raising a legitimate concern, it is preferable that the whistleblower provides detailed information on the incident reported as this will lead to a higher chance of the alleged improper conduct being investigated and successfully closed-out. The Company will not tolerate and/or entertain the harassment or victimisation of anyone raising a legitimate concern. 6.2. The whistleblower may choose to remain completely anonymous with Whistle Blowers (Pty) Ltd 6.3. If the situation arises where the matter cannot be resolved without revealing the identity of the Whistleblower, Whistle Blowers (Pty) Ltd will be in direct contact with the whistleblower to ascertain further information about the incident, in the case where contact details are provided. At no point will the whistleblower’s contact details, or any other personal details be shared with Smollan as the employer without the whistleblower’s consent. If no contact details are provided, the whistleblower is provided a unique reference number to follow up on their report upon which more details may be ascertained to take the case forward.

7. INVESTIGATIONS

7.1. As a general principle, all Incidents shall be investigated if sufficiently substantiated... 7.2. All investigations are primarily conducted by Smollan...

8. ACTING IN GOOD FAITH

Smollan expects all Whistleblower(s), especially Employee(s) to act in good faith and have reasonable grounds when reporting an Incident. If allegations are proven to be ill-intentioned, malicious, and frivolous, Employee(s) may face disciplinary action in accordance with Smollan disciplinary policies.

9. CONFIDENTIALITY

9.1. Whistle Blowers (Pty) Ltd keeps all whistleblower information strictly confidential... 9.2. Smollan will take all reasonable steps to keep all information... 9.3. The Whistleblower shall take all reasonable steps to maintain confidentiality... 9.4. Matters disclosed in terms of this Policy, will always be dealt with in a sensitive and timeous manner.

10. PROTECTION FROM RETALIATION

10.1. An Employee who reports an Incident in good faith shall not be subject to unfair dismissal... 10.2. An Employee that intimidates, harasses, victimises... 10.3. An Employee that reports on an Incident in good faith...

11. NOTIFICATIONS ON THE OUTCOME OF INVESTIGATIONS

11.1. Investigations will be considered complete... 11.2. Subject to Smollan policies and local legislations...

Resolved (Investigated and appropriate action taken)
In progress (Currently under investigation)
Inconclusive (Insufficient information, Immaterial findings)

12. CORRECTIVE AND DISCIPLINARY ACTIONS

12.1. The in-country management teams will act based on the findings... 12.2. If investigations reveal a violation...