1.   INTRODUCTION

Employees are often the first to realize that their co-workers are participating in activities that are inappropriate or contrary to the Bank’s standards and policies. However, they may not express their concerns because they feel that speaking up would be disloyal to their colleagues or to the Bank. They may also feel that their actions may result in possible harassment or victimization. In these circumstances, staff members often believe it may be easier to ignore the concern rather than report what may just be a suspicion of malpractice.

Purpose

1.1 Protect the bank from financial, legal, and/or reputational risk.

1.2 The Bank is committed to maintaining the highest possible standards of openness, probity, accountability, integrity, honesty & transparency, which are expressed in the Bank’s core values (code of conduct).

1.3 Assure that persons who disclose information in good faith relating to fraud, corruption or any other misconduct will be protected from retaliation.

2.   BANK’S MECHANISM

The Bank’s policy stresses the need to:

2.1  prevent all forms of mismanagement of funds in the Bank and its Subsidiaries,

2.2  the Bank should have a reliable, effective and efficient whistle blowing policy, that allows Third Parties and  Bank Personnel to confidentially flag cases of Fraud, Corruption and any other Misconduct by Bank Personnel and Other Persons in Bank Subsidiaries.

” Bank Personnel” includes Officers of the Bank and their Advisers and Assistants, regular Bank Employees, Short Term Bank Staff, Bank-employed Consultants and any individuals hired or employed, either permanently or temporarily by the Bank.

Internally, management of the Bank must enhance the effective implementation of the Whistle Blowing Policy by raising awareness to employees and by displaying the Bank’s core values   which demand the highest standards of ethics, honesty and accountability at all times and delivery of the best quality  service to Bank clients with utmost rigor, efficiency,  transparency and responsibility. The Core Values encourage Bank Personnel to avoid actions that would reflect unfavorably on their position as employees of the Bank.

Bank Personnel are required to exercise utmost discretion in official business and avoid situations of real conflict between their private interests and their Bank-related duties.

This policy is intended to encourage and enable employees to raise serious and genuine concerns rather than overlooking a problem or ‘blowing the whistle’ outside the Bank, and to assure that persons who report information relating to fraud, corruption or any other misconduct will be protected from retaliation. Disingenuous, victimization or malicious accusations will not be tolerated and will be subject to disciplinary procedures up to and including dismissal of employment.

3.   COVERAGE AND SCOPE

The Bank requires its Bank Personnel and Stakeholders to disclose acts of Fraud, Corruption and Misconduct. The disclosures that are required from Bank Personnel and concerned Third Parties include, without limitation, the following:

3.1 Corruption, Fraud, Collusive practices, Sexual harassment, Misuse of bank assets, Mismanagement, Abuse of power, or use of Bank’s powers and authority for any unauthorized use or personal gain, serious failure to comply with laws and regularization.

3.2 Substantial and specific dangers to public health or safety risks.

3.3 Any other activity which exposes the Bank to any financial, legal and/or reputational risk.

4.   PROTECTION OF WHISTLEBLOWERS AND COMPLAINANTS

The Bank will protect the Whistleblower’s or Complainant’s identity and person. For whistle blowing and complaint handling mechanism to be effective, the concerned parties must be adequately assured that the information given will be treated in a confidential manner.

The Bank assures protection for the Whistleblower or Complainant’s identity against Retaliation from the Bank. The Bank will maintain as confidential the identity of the person unless (i) such person agrees to be identified, (ii) identification is necessary to allow the Bank or the appropriate law enforcement officials to investigate or respond effectively to the disclosure, (iii) identification is required by law or under the Bank’s rules and regulations, where a false accusation has been maliciously made, or (iv) the person accused is entitled to the information as a matter of legal right or under the Bank’s rules and regulations in the disciplinary proceedings, the Bank shall inform the Whistleblower or Complainant prior to revealing his or her identity.   

Where Bank Personnel has suffered retaliation or who believe that retaliatory action has been taken against him or her because of whistle blowing or cooperating in an investigation or audit, should contact the Head of Audit immediately, providing him with all information and documentation available to him in support of his complaint. The Head of Audit shall order an immediate investigation and review the evidence provided and make a decision.

Where the result of the Investigation determines that the Whistleblower has suffered retaliation, the Head of Audit shall take immediate action to protect the Whistleblower and inform the CEO. The CEO shall take steps necessary to prevent such actions from taking effect or otherwise causing harm to the Bank Personnel according to the recommendations of the Head of Audit’s Investigation.

In furtherance of the Policy objectives, the Bank and its Personnel shall have obligations and rights, to disclose any Fraud or Corruption that come to their attention immediately but in any event not later than seven (7) days after becoming aware of the Fraud or Corruption. Violation of this duty shall be subject to disciplinary action. Furthermore, disciplinary action shall be taken against Bank Personnel who knowingly prevent or cover-up any acts of Fraud or Corruption.

5.   CHANNELS AND PROCEDURES

Bank Personnel shall report allegations or concerns through the Hotline or, depending on such Bank Personnel’s choice, through an immediate supervisor.  Where the Bank Personnel feels uncomfortable discussing the matter with the immediate supervisor or foresees a potential conflict of interest or for any other reason is reluctant to disclose to an immediate supervisor, the Bank Personnel may address the matter to a higher-level supervisor within the Bank Structure. Bank Personnel who may be unsure whether or not to whistle blow or seek advice on the factual nature of the disclosure or concerns for protection shall be free to seek advice and assistance of the  Head of Audit.

All allegations received, whether through the Hotline or through other channels provided for in the Policy, from a Bank Personnel or an external Party shall be registered and screened by the Head of Audit. Once registered, the allegation will be evaluated by the Head of Audit to determine its credibility, materiality and verifiability and, where appropriate, actions to be taken.

Based on his/her assessment of the allegation, the  Head of Audit,  at his/her  discretion, will recommend to the appropriate body ( i.e. CEO, Audit Committee or BOD) the formation of an Investigation Committee to review the evidence provided and to make a decision.

The investigation committee has the right to engage assistance from any Bank Personnel or hire external expert or consultant to participate in the investigation.

The investigation committee will investigate the complaint and prepare a comprehensive report showing the procedures, investigation results and necessary recommendations and then present it to the CEO in order for him/her to take the required action according to the recommendations. A copy of this report may also be presented to the Audit Committee and Board of Directors.

In cases that pertain to high level bank employees(executive management), the report could be submitted directly to the Audit Committee or Board of Directors depending on the importance of the complaint or party/person complaining about the Executive Management.

6.     HOTLINE FACILITIES

The Bank shall make available Hotline to potential Whistleblowers and Complainants. These facilities shall be operated by the Head of Audit and in the case of his absence by the Compliance Officer

Complaints may be submitted:

6.1 By telephone, call

6.2 By e-mail; whistleblower_sl@bloombankafrica.com

6.3 By internet: visit our website www.sl.bloombankafrica.com or fill the form below:

Records Management

Records of any investigations under this policy will be retained for a period of five (5) years.

7.   CONFIDENTIALITY

All concerns will be treated confidentially, and every effort will be made, subject to any legal constraints not to reveal the identity of the whistleblower.

False allegations

If any allegation is reported in good faith, but it is not confirmed by the investigation, no action will be taken against the reporting officer. However frivolous or malicious allegations have the potential to seriously damage the reputation of both the Bank and its Personnel for this reason any such allegations will be treated seriously and will be subject to the Bank’s disciplinary procedures, up to and including dismissal of employment.

Review

This policy and procedures will be reviewed every two (2) years or earlier if necessary due to legislative or procedural changes.