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Optima Automobile Group Holdings Ltd (Stock Code: 8418.HK)

WHISTLEBLOWING POLICY STATEMENT

 

1. Purpose of Statement

Optima Automobile Group Holdings Limited (“OAG”, together with its subsidiaries and controlled affiliates, the “Group”) is committed to achieving and maintaining the highest standards of openness, probity, and accountability. In line with this commitment, the Group expects and encourages employees of the Group and those who deal with the Group (e.g., customers, suppliers, creditors, and debtors) to report any concerns and actual or suspected misconduct or malpractice by any director, employee and/or external parties in any matter relating to the Group.

 

2. Scope

This Statement summarises the Group’s Whistleblowing policy, of which the latter and its requirements are found in the Group’s Corporate Manual and is applicable to all employees of the Group as well as independent third parties who deal with the Group.

The Group’s Whistleblowing policy has been designed to provide a confidential, safe and simple setting for the whistleblower(s) in good faith to communicate, in confidence and without the risk of reprisal, material and bona fide concerns or observations of any violations.

Whilst it is impossible to provide an exhaustive list of the activities that constitute impropriety, misconduct or malpractice, the Group’s Whistleblowing policy seeks to cover serious concerns that could have an impact on the Group, which include but not limited to:

  • Criminal offenses
  • Breach of legal or regulatory requirements
  • Miscarriage of justice
  • Malpractice, impropriety or fraud in financial reporting, internal control, or other financial matters of the Group
  • Breach of rules, policies, or internal controls of the Group
  • Endangerment of the health and safety of an individual
  • Discrimination or harassment
  • Damage caused to the environment
  • Professional, ethical, or other malpractices or wrongdoings
  • Improper conduct or unethical behaviour likely to prejudice the standing of the group; and
  • Deliberate concealment of any of the above

The Group’s Whistleblowing Policy is not designed for complaints or grievances lodged by individuals. Comments related to the Group’s products and services should not be reported according to this Policy unless they involve malpractice or irregularities as mentioned above. Individuals are welcome to share their opinions or make suggestions by visiting the Group’s homepage (https://ow.sg/).

 

3. Reporting Channel

Any person who has reasonable evidence of actual or suspected improper conduct involving the Group is encouraged to make a report to the Group. It is not necessary to have absolute proof of any improper conduct prior to making such a report, provided the report is made in good faith.

If a Group employee becomes aware of any actual or suspected breach of this Policy, he/she must report such incidents in accordance with the reporting channels and process designated for staff as stated in the Whistleblowing Policy in the Group’s Corporate Manual.

For all others who deal with the Group externally, a report may be submitted to the Group’s Chairman of the Audit Committee via email at: whistleblow@ow.sg

Or sent in writing to:

The Chairman of Audit Committee

18/F, Ovest, 77 Wing Lok Street,

Sheung Wan, Hong Kong

The Group recognises anonymous reporting. However, Whistleblowers are encouraged to speak up in a timely manner and put their names to any disclosures they make. A Whistleblower who chooses to remain anonymous is advised that the Group may not be able to obtain the additional information needed to investigate or address his/her concerns. When making a report, it is essential that as much detail of the alleged improper conduct as possible be provided, along with whatever supporting evidence the concerned person may have available.

 

4. Investigation of Report

The Group will write/respond to the Whistleblower within 14 working days wherever reasonably practicable acknowledging that the concern has been received and the matter will be investigated independently with no delay. Where the report discloses a possible criminal offence, the Group shall avoid any actions which may alert the perpetrator, preserve all potential evidence, and swiftly refer the matter to local authorities or law enforcement agency. Lastly, the Whistleblower will be informed of the completion status of the investigation in due course.

 

5. Confidentiality & Protection against Retaliation

Each report will be treated as confidential. The identity of the whistleblower will not be divulged save with such whistleblower’s consent or where:

  • in the opinion of the Audit Committee of the Group (the “Audit Committee”), it is material to the investigation or in the interest of the Group to disclose the identity;
  • the report is frivolous or is lodged in bad faith with malicious or mischievous intent or in abuse of this policy;
  • it is required to be disclosed in compliance with any applicable law or regulation, by any relevant regulatory authority including The Stock Exchange of Hong Kong Limited (the “Stock Exchange”), or by the order or directive of any court having jurisdiction over the Group; and
  • the report and the identity of the whistleblower are already public knowledge.

In addition, the whistleblower making appropriate reports under this policy is assured of protection against unfair dismissal, victimisation, or unwarranted disciplinary action, even if the reports are subsequently proved to be incorrect or unsubstantiated. Harassment or victimisation of a genuine whistleblower is treated as gross misconduct, which if proven, may result in disciplinary action and even dismissal.

The Group will not retaliate against a Whistleblower. Any Whistleblower who believes he/she is being retaliated against must inform the Group immediately by following the same reporting channel indicated above.

 

6. False Reports

A Whistleblower should not make false claims for malicious reasons or personal gain. The Group reserves the right to take appropriate actions against any Whistleblower or other related person to recover any cost, loss or damage resulting from a false report.

 

7. Record Keeping

Personal data gathered during the course of the investigation will be handled in accordance with the Personal Data (Privacy) Ordinance. Data that could identify the Whistleblower will be retained for a period of at least five years by the Group from the closing date of the case.

 

8. Maintaining this Policy

The Group’s management and Audit Committee shall be responsible for the day-to-day implementation and enforcement of the policy. In addition, the Group’s compliance officer and the Audit Committee shall be responsible for the monitoring and review of all the policies and procedures set out herein.

 

9. Periodic review

This Statement shall be reviewed annually and as required to ensure its relevance and effectiveness. Should there be any discrepancy between the English version and the Chinese version (if any) of this Statement, the English version shall apply and prevail.