Almoayed Investments

Whistleblower Policy

1. Objective

Almoayed Investments BSC © and its Subsidiaries (the “Company”) believe in a fair and transparent working environment and equality for all of our employees and stakeholders. Our Whistle Blowing Policy (the “Policy”) embodies the following objectives:

  • Provide guidelines for employees (the Whistleblower) who wish to report any suspected, proven, or witnessed existence of inappropriate activities, practices, or behavior which go against our Code of Employee Conduct and Business Ethics.
  • Outline the procedures for the investigation of issues raised by a Whistleblower where the normal investigation or complaint handling procedures is considered not suitable;
  • Outline the measures in place to protect the Whistleblower against reprisal or recriminatory action from within the organization.

2. Scope

This policy applies to all full-time and regular part-time Employees of the Company located in the Kingdom of Bahrain, Kingdom of Saudi Arabia, and the United Arab Emirates wherever business operations are carried out. The subsidiary companies are listed in Appendix A.

If any local legal or regulatory directives or requirements makes this Policy inappropriate, the Head of the Subsidiary Company should report to the Process Audit Team as soon as possible so that the discrepancy can be remedied promptly.

3. Policy Statement
3.1. Types of Misconduct

Misconduct comes in different forms/nature and includes but not limited to the following:

3.1.1. Financial matters such as fraud, theft, misrepresentation, falsification, concealment, misstatement or omission of financial records, circumvention of internal accounting controls, questionable accounting or auditing matters;
3.1.2. Misleading or coercing auditors;
3.1.3. Conflict of interest, corruption, bribery, extortion (including gift, commission, political contribution);
3.1.4. Forgery, alteration or manipulation of information, documents, or computer files;
3.1.5. Misappropriation of assets, misuse or abuse of company supplies, facilities (such as phone, computer, internet) including data leakage and theft;
3.1.6. Human Resources matters including harassment, discrimination, workplace violence of all forms including threats of any kind;
3.1.7. Potential breach of local Labor Law, securities laws, government regulations;
3.1.8. Potential dangers to physical or mental health, safety, or life of employees;
3.1.9. Customer mistreatment or any unprofessional conduct by an employee
3.1.10. Other acts analogous or similar to the foregoing.

3.2. Responsibilities and Commitment

The Corporate Governance Officer (CGO) is the Policy Owner and therefore responsible in keeping it up to date.

The CGO is appointed as the Designated Disclosure Custodian (DDC) and has the following responsibilities:

  • Receive and handle all disclosure/reports raised by the Whistleblower upmost confidentiality;
  • Maintain a log of all reported cases secured and retained in accordance with any local legal or regulatory directives and in accordance with Document Retention Policy;
  • Provide a summary report with appropriate recommendation;
  • Upon approval of the Management, the misconduct will be publicized internally to the Employees get informed and properly guided and present as deterrence for possible future inappropriate activities.

Typically, the HR Manager, Head of Division, or any Manager may be approached by an Employee to lodge a formal allegation of misconduct. As a procedure, the Employee should be re-directed to the CGO and/or forward the report to the CGO.
In the case that the appointed CGO is unavailable, the Board shall assign the responsibility to an Acting CGO.

In the case that the complaint refers to or reflects the appointed CGO or any member that constitutes the Process Audit Committee, he/she shall immediately inform the Group HHR about the same and recuse himself/herself from any further proceedings.

All complaints shall be investigated thoroughly by the Internal Investigation Committee (IIC). In any case where members of the IIC may be implicated or related to the subject matter of the complaint, the members of the committee shall ask the individual to recuse himself/herself from the investigation and optionally replace him/her with a new temporary nominee.

The Internal Investigation Committee (IIC) composition is outlined in Appendix B.

3.3. Whistleblowing in Good Faith

The Whistleblower should make a disclosure report in good faith and should have reasonable grounds to suspect that a misconduct has occurred. Deliberate false reporting will not be tolerated and will therefore be subjected to disciplinary actions which may include dismissal.

The Whistleblower will be responsible for the veracity of the information submitted to the IIC and will take responsibility for the consequences if the information is inaccurate. An employee who willfully or recklessly submits a false, unfounded, or misleading statement will not be protected by this Policy and will be subjected to disciplinary action.

3.4. No Retaliation

The company will take all reasonable and responsible steps to properly investigate the alleged violation and provide protection to the Whistleblower from any detrimental action or reprisal for the making the disclosure. The Whistleblower will be protected from harassment, violence, threats, discrimination, or any adverse effect on employment whatsoever.

Any employee who is found to have retaliated against the Whistleblower in any manner will be subject to disciplinary action and may lead to termination.

A disclosure is not protected if it is made frivolously or with malice, or is made solely with the motive of avoiding dismissal or other disciplinary sanctions.

3.5. Reporting and Escalation Process

3.5.1. The Whistleblower must raise the concern directly to the CGO through:

3.5.2. The Whistleblower Report should include sufficient information to allow investigation to be conducted; information such as (but not limited to):

  • Name(s) of the alleged violating party(ies);
  • Details of the incident such as time and date of occurrence with supporting documents and video or audio recordings if any;
  • Contact details of the whistleblower in order for the IIC to make clarifications, verifications, and follow-ups;

3.5.3. If the Whistleblower wishes to remain anonymous, he/she should provide enough information to facilitate a thorough investigation of the matter raised or should provide anonymized contact details (ex: anonymous email address) in case of follow-up.
3.5.4. Confidentiality will be ensured and every reasonable effort will be undertaken to keep the Whistleblower’s identity confidential in order to ensure that no reprisal or recriminatory action is taken against the Whistleblower. Revealing the existence of an investigation will result to disciplinary action.

3.6. Receiving, Recording, and Investigation Process

3.6.1. The CGO will assign a unique sequential reference number for each report of alleged misconduct and indicate the date and time report was received.
3.6.2. The CGO will conduct preliminary analysis of the case (or triage) and make a recommendation as to whether the matter warrants further investigation. If investigation is warranted, the CGO shall convene the Internal Investigation Committee and the committee shall thereafter formulate a plan of action based on the facts received.
3.6.3. The IIC determines who are to be informed of the case before the investigation commences. A record of who has been informed and when is also maintained.
3.6.4. The person(s) who is being implicated must not be notified of the allegation against him/her until such time that the designated Head of IIC gives the approval. The individual(s) who are the subject of an allegation and who are under investigation shall be given a fair opportunity to respond to the allegation(s).
3.6.5. The IIC shall have direct and unrestricted access to financial, legal, and operational assistance when required. All employees are required to cooperate in investigations as and when required.
3.6.6. The result of the investigation and the rationale leading to the conclusions should be systematically documented as soon as practicable to allow appropriate parties to question the findings before the case is concluded. The final outcome should be recorded in the Whistleblower incidents file that shall be maintained with the CGO.

3.7. Reporting to the Board

3.7.1. A final Whistleblower Case Report will be submitted to the Board for review.
3.7.2. The report should explicitly state recommendations which may be (but are not limited to) a disciplinary action, new procedure and control mechanism, points to be implemented, or enhancement of processes.

3.8. Policy Dissemination, Review, and Revision

3.8.1. This Policy will be reviewed annually by the Corporate Governance Officer and present amendments if any, to the Board for approval.
3.8.2. The Policy shall be made available to all employees and stakeholders via the Company website and intranet.
3.8.3. The Corporate Governance Officer should ensure that appropriate annual reminders are sent to all employees.


Appendix A: List of Subsidiary Companies

  • Khalid Almoayed & Sons
  • Almoayed UBA Software
  • Future Foods
  • iMachines
  • Manama Travel & Tours
  • Wheels of Arabia

Appendix B: Internal Investigation Committee

  • Corporate Governance Officer
  • Group Financial Controller
  • Group Head of HR