Whistleblowing Policy

1. Introduction

CCF (‘Custom Capital Finance’) is committed to establishing an environment where the CCF values form the basis for the conduct of all employees and where employees are empowered to raise matters of concern in a responsible manner.

1.1. Purpose

CCF is committed to conducting its business with honesty, integrity, and fairness, and expects all employees to maintain high standards in accordance with its policies and procedures. A culture of transparency and accountability is essential to prevent unlawful and unethical behavior, and to address such behavior when it does occur.

The purpose of this policy is:

  • To encourage employees to report suspected unlawful or unethical behavior as soon as possible.
  • To reassure employees that their concerns will be taken seriously and investigated as appropriate and that their confidentiality will be safeguarded; and
  • To reassure employees that when they report suspected unlawful or unethical behavior in good faith, they will have the necessary protection.

In accordance with applicable legislation, this policy also aims to support a culture where employees can disclose information or concerns relating to criminal and other irregular conduct in the workplace and establishes safe, confidential, and effective mechanisms for such disclosure.

This policy is not designed to create a platform for questioning any financial or business decisions that CCF makes.

The policy is also not intended as an appeal process to reconsider any matter that has already been dealt with through the harassment, grievance, or disciplinary processes, unless the matter falls under the definition of whistleblowing in paragraph 1.3.

1.2. Scope

This policy applies to CCF and includes:

  • Executive and non-executive directors, shareholders, and the company secretary of any company within the CCF Group
  • Any senior managers appointed within the CCF Group
  • Full-time, part-time, or temporary employees
  • Any independent contractors operating as representatives of CCF.
  • Any third party associated with the CCF Group by virtue of their profession and engagement with any entity in the CCF Group
  • The spouse, child, or direct beneficiary of any of the above
  • A supplier or the employee of such supplier
  • Any legal entity controlled by, benefitting from or acting on the instruction of any of the persons listed above.

Each subsidiary within the Group must have procedures in place to align its operations with the spirit and purpose of this policy.

An entity within the Group may elect to have its own whistleblowing procedures, provided that its procedures are consistent with this policy and that the required processes are in place. The Board of CCF Limited must approve any deviation from this policy.

1.3. What is whistleblowing?

Any employee with reason to believe that there has been fraud, corruption, or malpractice within CCF, must report such a concern, regardless of whether the fraud, corruption or malpractice may impact the business of CCF.

 

2. Policy Principles

2.1. Whistleblowing process

CCF recognizes that the circumstances under which an employee will be comfortable making a report can vary and accordingly provides different avenues and tools by which reports can be made.

  • Open reports may be made internally by those who do not require confidentiality.
  • Confidential reports may be made internally with the understanding that knowledge of the employee’s identity will be restricted to officials at CCF who received the report and to the Credit Risk Manager and Directors of CCF.
  • Confidential and anonymous reports can be made online via the online “whistleblower complaints form”, available online on the Custom Capital Finance website,

2.1.1 Internal Reporting

a) Any concerns or disclosures from employees should preferably first be made verbally or in writing to their immediate manager or to a director. Unless the employee feels uncomfortable about taking this reporting route, they may consider using the reporting avenue provided in 2.1.2 below.

b) The advantage of internal reporting is that it facilitates effective communication between CCF and the employee, and this in turn enables the efficient and effective investigation and resolution of matters.

c) All reports and disclosures, whether made anonymously or not, will be treated as confidential and the identity of the employee will be safeguarded.

d) In making a report internally, an employee may request that their identity remain confidential amongst only those with a legitimate need for the information. In this case, the employee must equally make every effort to ensure that they do not themselves cause their identity to become common knowledge.

e) Any manager to whom a concern is reported must notify a director and or the Credit Risk Manager of the concern as soon as reasonably possible.

2.1.2 Reporting Anonymously

a) Any employee may elect to report their concerns anonymously.

b) Concerns raised anonymously may not be easy to investigate, because the reports often contain little information. Employees who elect to report anonymously are encouraged to include as much details as possible in their report to facilitate a full investigation.

c) Anonymous reports and disclosures can be made online via the Custom Capital Finance Website (www.customcapital.co.za). There, employees can complete the “Whistleblowers complaints form” before making an online submission anonymously.

2.2 Investigation process

a) The Directors of CCF must consider all concerns brought to their attention and must decide whether or not to investigate the matter. This decision must be made as soon as possible, but within a reasonable timeframe (21 days, as required by regulation within South Africa), from the date of the disclosure.

b) The party responsible for considering a concern raised must acknowledge receipt of the disclosure in writing (unless the identity of the reporter is unknown) and must inform the reporter in writing of its decision. The decision can be one of the following: To investigate the concern and, where possible, the timeframe within which the investigation will be completed. Not to investigate, and the reasons for such decision.

c) Where the party referred to above is unable to decide within a reasonable timeframe (21 days, as required by regulation within South Africa), they must notify the reporter of the fact. Regular updates (at intervals of not more than one month at a time) must also be provided to the reporter detailing the progress made in deciding whether to investigate or not. All decisions on concerns must be finalized within six months from the date when it was reported.

d) The reporter must be informed of the outcome of the investigation around any concern that they reported within 14 days of finalization of the investigation.

e) Depending on the nature and materiality of the concern, a formal investigation may be conducted by either external or internal parties or bodies.

f) No communication needs to take place between the reporter and the responsible party referred to above when:

  • The identity and contact details of the reporter is unknown.
  • If it is necessary to avoid prejudice to the prevention, detection, or investigation of a criminal offence.

g) This policy does not apply to personal grievances or disciplinary issues. If it becomes clear that a concern is a grievance or disciplinary issue, the concern will accordingly be referred to CCF’s Internal Grievance Procedure Policy as covered in the Human Resources Policy.

2.3 Escalation and reporting of reported matters

a) Where appropriate, the person to whom disclosure is made may escalate the concern to the Directors for investigation. The identity of the person making the disclosure will always be treated with the strictest confidentiality.

2.4 Protection afforded to the reporter

a) CCF is committed to protecting the rights of its employees who report valid concerns in good faith. All concerns reported, irrespective of the avenue used to report the concern, will be treated with the strictest confidentiality, subject to the relevant legal requirements. The identity of the reporter will not be disclosed without their prior consent.

b) If the concern cannot be resolved without revealing the identity of the reporter, the person in charge of the investigation will consult with the reporter and agree on a way forward.

c) Under no circumstances will the harassment, occupational detriment or victimization of a reporter be tolerated, and disciplinary action will be initiated against any employee guilty of such conduct.

d) Employees are responsible for reporting any knowledge that suggests that an employee is being subjected to occupational detriment by their employer.

2.5 Malicious actions by a reporter

a) If a concern is reported in good faith, but due to the nature of the circumstances the concerns or allegations cannot be substantiated, or if they are proven to be incorrect, no action will be taken against the reporter.

b) Mischievous, intentionally false, and malicious reporting, or reporting done for personal gain or otherwise, will be viewed as misconduct on the part of the reporter. The reporter will not be protected in terms of this policy and may be subject to disciplinary and/or legal action.

c) The protection described in this policy is not available to a reporter who reports information relating to their own misconduct.

2.6 Creating awareness of this policy

The Credit Risk Manager and or the ESG Representative within CCF must ensure that appropriate controls and processes are in place to make all employees aware of:

  • The existence of this policy,
  • The mechanisms available to employees to report matters they consider to be appropriate.

 

3. Compliance with this policy

CCF views any non-compliance with this policy, as well as any non-compliance with its obligations in terms of legislation, in a serious light. Any deliberate action by an employee to contravene the policy will be subject to disciplinary action, which may lead to termination of employment.

Compliance with this policy will be monitored by the Credit Risk Manager. Any breach of, or non-compliance with this policy, must be communicated to the policy owner as soon as reasonably practical. The policy owner, with input from key stakeholders, will consider the appropriate actions required. If agreement on the appropriate actions cannot be reached, the matter will be escalated to the chair of the CCF Social and Ethics Committee (or equivalent in other jurisdictions). The chair of the Committee will decide whether the breach or non- compliance is sufficiently material to be escalated further, and if so, to which board, committee or person.

All instances of non-compliance with this policy will be included in the normal Social and Ethics Committee (or equivalent) reporting process.