Terms and Conditions

1. Background

Vircard Limited ("the Company") and its various entities and structures are committed to high standard of openness, probity and accountability. This Whistleblowing Policy (the "Policy") forms an important part of effective risk management and internal control systems.

Whistleblowing refers to a situation where an employee(s) of the Company (the "Employee(s)") or third parties (e.g. customers, suppliers etc.) (a "Whistleblower") decides to report a serious concern about any suspected fraud, malpractice, misconduct or irregularity (the "Concern").

Whistleblowing serves as a useful way to uncover fraud, malpractice, misconduct, or significant risk within an organization.

To promote ethical standards, management of associated companies, jointly controlled entities, etc. is encouraged to share this policy with their employees and related parties according to actual business operations.

2. Purpose

To encourage and assist employees or third parties (e.g. customers, suppliers etc.) to raise the concern and disclose related information confidentially.
To provide reporting channels and guidance on whistleblowing to employees or third parties to raise concern rather than neglecting it.
To reveal suspected fraud, malpractice or misconduct before these activities cause disruption or loss to the Company.

3. Responsibility

The Compliance team of the Company has the overall responsibility for this Policy by overseeing and implementing this Policy to the Company. The Compliance team is responsible for monitoring and reviewing the effectiveness of this Policy and the actions resulting from the investigation.

Any amendments or updates to this Policy will be subject to the Head of Compliance's approval.

4. Reportable Concern

Activities that constitute malpractice or misconduct may include, but not limited to, the following:

Criminal offense or miscarriage of justice
Non-compliance with laws and regulations
Impropriety or fraud relating to accounting, financial reporting, internal controls and auditing matters
Misuse or misappropriation of the Company's assets or resources
Any action which endangers the health and safety of employees or other stakeholders
Violation of the policies or guidelines of the Company
Improper use or leakage of confidential or commercially sensitive information
Deliberate concealment of any of the above

Whistleblowers are not required to make absolute proof of the Concern reported. The concern would be appreciated if it is reported in good faith; even if it is not confirmed by an investigation.

5. Protection for Whistleblower

Persons reporting the Concern in good faith are assured of fair treatment. The Company will make every effort to protect the Employee against unfair dismissal, victimization or unwarranted disciplinary action, even if the Concern turns out to be unsubstantiated. Good faith means that the reporting person has held a reasonable belief that the concern made is true and honest but not made for personal interest or any ulterior motive.

Management must ensure that Whistleblowers feel easeful to raise concern without fear of reprisals. Any kinds of retaliation against a Whistleblower will be considered misdemeanors.

However, if a Whistleblower makes a false report maliciously, with an ulterior motive, or for personal advantage, the Company reserves the right to take appropriate actions against anyone (Employees or third parties) to recover any loss or damage as a result of the false report.

6. Confidentiality

The Company will make every effort to keep Whistleblower's identity and the reported Concern strictly confidential.

Likewise, the Whistleblower should keep strictly confidential about the details of a reported concern, such as its nature, related persons, etc.

Under certain circumstances where the Whistleblower's identity has to be revealed according to laws and regulations, the Company will endeavour to take reasonable steps to protect the Whistleblower from detriment.

It is understood that a Whistleblower may wish to report anonymously. However, it is not encouraged as an anonymous allegation will hinder investigation and follow-up actions due to limited information.

Whistleblowers are encouraged to come forward and report as much specific information as possible for assessment and investigation.

7. Reporting Channels and Form

Any Employee or third party who wish to report a Concern should inform Compliance team by entering the Whistleblowing channel (the "channel"), through the app with supplementary information. Upon sending your information through the channel, a designated team responsible for resolution will follow up with you within three business days. This person will investigate the matter, and may request additional information if needed.

8. Investigation Process

The compliance team will record all reported whistleblowing cases raised on the whistleblowing channel. All reported cases with valid contacts will be followed up.

The Head of Compliance will evaluate the validity and relevance of the cases received, and decide the categorization of whistleblowing cases for reporting to appropriate parties.

If the Compliance team considers appropriate, the case may be referred to relevant regulatory authority(ies) for case handling.

If the person or matter concerned relates to any member of the Compliance team:

The Head of Compliance will evaluate the validity and relevance of the cases received, and assess the reported case and decide if an investigation is required accordingly. The Compliance team will review each investigation to determine the course of actions.
Should the Head of Compliance team consider appropriate, the case may be referred to relevant regulatory authority(ies).