STEEL RECON INDUSTRIES SDN BHD (16592-W)

ANTI-BRIBERY MANAGEMENT – WHISTLEBLOWING POLICY

1.0 INTRODUCTION

Steel Recon Industries Sdn Bhd (“SRI”) is committed to the values of transparency, integrity, impartiality and accountability in the conduct of its business and affairs, and in its workplace.

This Whistleblowing Policy (“Policy”) aims to establish a robust, transparent and accountable communication channel for Employees and Stakeholders of our company to voice their concerns in an effective, responsible and secured manner when they become aware of actual or potential bribery that happen within the company; and enable us to take swift, fair and effective corrective actions that will enable us to comply with our responsibilities and maintain the support and trust of Employees and Stakeholders.

For this purpose, the Company has developed procedures or mechanisms to facilitate

a) reports by Whistle-blowers of any suspected or actual bribery on a confidential basis;
b) investigation of such reports by the authorised person; and
c) protection against reprisal to Whistle-blower who reported in good faith.

2.0 SCOPE AND APPLICATION

This Policy provides a system that enables our company’s Employees and Stakeholders acting in good faith to raise concerns and disclose actual or bribery in our company.

These bribery or misconduct include but are not limited to:

a) giving, solicitation or acceptance of bribes,
b) attempts to cover any of the aforementioned.

If an employee is unsure whether a particular act or omission constitutes a bribery under this Policy, that employee is encouraged to seek advice or guidance from his or her immediate superior or head of department or supervising director.

Employees who raise their concerns in good faith in accordance with this Policy are protected from reprisals within the limits of the law and assured that all reported cases will be objectively investigated on a best effort basis and appropriate remedial measures taken where warranted. This Policy is not intended to restrict or otherwise govern legal rights and obligations which Employees have, or may have, in relation to the subject matter of the whistleblowing report.

Employees should exercise due care to ensure that the information in their whistleblowing report is accurate and truthful. No action will be taken against Employees or Stakeholders who make an allegation in good faith which is not confirmed by subsequent investigation. But this protection may be revoked if Employees and Stakeholders misuse or abuse the Whistleblowing Policy by making false, frivolous, malicious or vexatious allegations.

3.0 REPORTING PROCEDURES

Any of the following persons (“Whistle-blower”) can make a report to the Company of any suspected or actual bribery committed by:

a) the Company employees (including full time, probationary, contract and temporary staff)
b) the Company’s third party service providers, independent contractors, vendors and suppliers

As soon as a Whistle-blower becomes aware and reasonably believes in good faith that a bribery is likely to happen, is being committed or has been committed, the Whistle-blower is encouraged to make a report of the bribery.

The Whistle-blower needs to demonstrate that the Whistle-blower has reasonable grounds for the concerns. However, the Whistle-blower is not expected to first obtain substantial evidence of proof beyond reasonable doubt when making a disclosure. If the Whistle-blower knows as a matter of fact that there are reasonable grounds of suspicion that a bribery is going to take place, such genuine concerns is encouraged to be raised at an early stage.

A disclosure of a Bribery can be made to the Managing Director (“MD”) or Chief Operating Officer (“COO”) via email or by letter as set out below.

In order for the Company to investigate the Bribery reported, the Whistle-blower is to provide the following particulars in the report:If the Bribery involves the MD or COO, the Whistle-blower is to report the matter in writing to any other directors of SRI.

a) particulars of Whistle-blower i.e. name, NRIC No., designation (if the Whistle-blower is an employee of the Company) and contact particulars (email, telephone or mobile number and/or address);
b) details and description of the Bribery, including, its nature, the date, time, and place of its occurrence and the identity of the alleged person(s) involved. A disclosure may be made even if Whistle-blower is not able to identify the identity of the person(s) involved;
c) particulars of witnesses, if any; and
d) particulars or production of documentary evidence, if any.

Reports may be made on an anonymous basis. However, natural justice usually requires that the details and identity of the Employee or Stakeholder submitting the whistleblowing report be disclosed in any disciplinary investigation or action to be taken against the person(s) who is a subject of the complaint in the whistleblowing report. Anonymous whistleblowing reports will therefore be considered at the discretion of the company.

In exercising this discretion, the Company will consider

a) the seriousness of the issues raised,
b) credibility of the whistleblowing report, and
c) likelihood of confirming the allegation from the relevant sources.

4.0 INVESTIGATION

The MD or COO who receives the report will assess the report to determine whether it is related to a Bribery or excluded from the scope of this Policy and shall designate any person from the Company or external party, to conduct any investigation or to carry out any other process pursuant to this policy (for instance, any meeting or an internal audit).

The MD or COO has the authority to make the final decisions including, but not limited to, any of the following:

a) rejection of the report;
b) directing the concerns or any part thereof for consideration under other internal procedures or disciplinary procedures, if appropriate and applicable;
c) resolution without recourse to an investigation;
d) directing investigations on the report and any persons involved or implicated;
e) suspending the alleged person from work to facilitate any fact finding or to avoid any employee’s exposure to threat or harm;
f) obtaining any other assistance (for instance, external auditors or legal advice); and
g) referral to the Malaysian Anti-Corruption Commission (MACC) or any other appropriate enforcement authority.

If the Bribery involves the MD or COO, the report shall be made to another director of the company who shall refer this to the Board of Directors. The Board of Directors shall then authorise a director to be responsible for the investigation and recommendation to the Board of Directors. The Board of Directors shall have the authority to make the final decisions regarding the disclosure of Bribery.

5.0 PROTECTION UNDER THIS POLICY

Upon making a disclosure in good faith, based on reasonable grounds and in accordance with the procedure pursuant to this Policy.

The Whistle-blower shall be protected from Detrimental Action within the company as a direct consequence of the Whistle-blower’s disclosure.

“Detrimental Action” means: –

i. action causing injury, loss or damage;
ii. intimidation or harassment;
iii. interference with the lawful employment or livelihood of any person, including discrimination, discharge, demotion, suspension, disadvantage, termination or adverse treatment in relation to person’s employment, career, profession, trade or business or the taking of disciplinary action;
iv. a threat to take any of the above actions.

The Whistle-blower or any person who is involved in the investigation process, shall not disseminate to third parties information regarding the Bribery or any part thereof, including the status or outcome of an investigation into it, except:

a) to those who are authorised under this Policy;
b) the Whistle-blower expressly agrees otherwise, and provides his agreement in writing;
c) by lodging a report with an enforcement agency in accordance with the Whistle-blower Protection Act 2010 or any other prevailing law, and
d) on a strictly confidential basis to a professionally qualified lawyer for the purpose of obtaining legal advice.

The Company reserves the right to revoke the Whistle-blower protection accorded under this Policy if the Whistle-blower has, or is found to have:

a) participated in the Bribery; and
b) made a disclosure not in accordance with the requirements of this Policy (for instance, false, dishonest, mischievous or malicious complaints).

The Company shall give written notice to the Whistle-blower of the revocation of protection. In addition, the Company reserves the right to take such legal or other actions or disciplinary measures against the Whistle-blower (if the Whistle-blower is an employee), including issuance of formal warning or reprimand, suspension or termination of employment or services with the Group Company.

6.0 REVIEW OF POLICY

This Policy may be reviewed and amended, at the Board of Director’s discretion from time to time, as and when necessary, to ensure its relevance and effectiveness in keeping with the company’s changing business environment, administrative or operational needs as well as changes to legislations. Changes to the Policy, if any, shall only be made with the Board of Directors’ approval in writing.