Report policy

I. Introduction

In addition to compliance with national and European laws, Wallenborn commits to carry out its business in a fair, honest, transparent, and responsible way.

To that end, Wallenborn puts great emphasis on adherence to a Corporate Ethical and Social Responsibility (CESR) approach and enforces a policy of zero tolerance for infractions thereof, particularly with respect to bribery, corruption, hygiene, health, safety and working conditions.

Always in a spirit of transparency and fair-mindedness and for its employees’ well-being, Wallenborn commits to detect and investigate any reprehensible behaviour that might occur in the context of its operations and take any necessary and appropriate measures.

To that end, Wallenborn strongly encourages any person who has knowledge of a serious or obvious violation of its Corporate Ethical and Social Responsibility Charter or of the law, or of a threat or serious harm to the general interest, to report it in good faith without fear of reprisal.

II. Definitions

In accordance with (EU) Directive 2019/1937 of the European Parliament and Council of 23 October 2019 regarding the protection of persons who report violations of Union law (hereinafter “(EU) Directive 2019/1937”):

1) “Violations”: Acts or omissions that are unlawful and relate to the areas falling within the substantive scope of application, or that conflict with the purpose and aim of the rules specified in the areas falling within the substantive scope of application.

2) “Information regarding violations”: Information, including reasonable suspicions, regarding actual or potential violations that have occurred or are very likely to occur in the organization in which the whistleblower works or has worked, or in another organization with which the whistleblower is, or has been, in contact during the course of his/her work, and information regarding attempts to conceal such violations.

3) “Internal reporting”: The oral or written communication of information regarding violations in a legal entity of the private or public sector.

4) “External reporting”: The oral or written communication of information regarding violations to the competent authorities.

5) “Anonymous reporting”: A report where nobody, not even the receiver thereof, knows the identity of its author.

6) “Whistleblower”: A natural person who reports or publicly discloses information regarding information that he/she has obtained in the context of his/her occupational activities.

7) “Facilitator”: A natural person who assists a whistleblower during the reporting process in a professional context, and whose assistance should be confidential.

8) “Retaliation”: Any direct or indirect act or omission that occurs in an occupational context, incited by an internal or external reporting or public disclosure, which causes (or may cause) unjustified harm to the whistleblower.

9) “Competent authority”: Any national authority structured to receive alerts and provide the whistleblower with feedback.

III. Substantive and personal scope of application

(EU) Directive 2019/1937 grants protection to persons who report violations that affect the Union’s financial interests, related to the domestic market (competition and State aids) or in the following areas:

1) Public contracts

2) Financial services, products and markets, and prevention of money laundering and the financing of terrorism

3) Product safety and conformity

4) Transport safety

5) Environmental protection

6) Radiation protection and nuclear safety

7) Safety of human food and animal feed, and animal health and well- being

8) Public health

9) Consumer protection

10) Protection of privacy and personal data, and security of information networks and systems

11) Prevention of tax fraud

12) Prevention of social fraud

However, the protection does not apply to matters of national security, classified information, and information covered by medical confidentiality, lawyers’ professional confidentiality, and the confidentiality of judicial deliberations.

(EU) Directive 2019/1937 applies to whistleblowers who have obtained information in an occupational context, regardless of their status:

1) Employees (former, current, and applicants for future jobs)

2) Self-employed workers (former, current and future)

3) Volunteers and trainees (paid or unpaid)

4) Shareholders and members of the company’s board of directors or

5) All persons working under the supervision and management of the company’s contractors, subcontractors or suppliers.

The measures for the protection of whistleblowers also apply to facilitators, third parties that have a connection with the whistleblowers and might be risking occupational retaliation, and legal entities that they own or work for, or with which they have an occupational connection.

IV. Internal reporting procedure

In support of its commitment to absolute integrity, Wallenborn has instituted an internal reporting procedure that enables its employees, suppliers and partners to report, without fear of reprisal, any violation or concern regarding compliance with its Corporate Ethical and Social Responsibility Charter or, more generally, with the laws and regulations applicable to its business.

Wallenborn invites anyone who witnesses a suspicious event to report it via his/her internal reporting system to enable Wallenborn to identify and deal with inappropriate behaviour, before it has a negative impact on the organization, and redress the situation promptly and effectively.

Any violation or concern regarding compliance with Wallenborn’s ethical and societal values or, more generally, compliance with the law, may be reported, whether or not anonymously, to the following address: confidentialreporting@wallenborn.com.

Only authorized employees — who have been appointed by virtue of their independence and impartiality, as well as the absence of conflict of interests — have access to this email address. These employees are trained to process information in an appropriate and confidential way and are able to receive alerts in English, French, German and Dutch.

In all situations, the anonymity and confidentiality of the identity of whistleblowers, as well as of any third parties designated in the alert, are strictly guaranteed in accordance with (EU) Directive 2019/1937 and its implementation in various EU Member States.

How is a report of a violation or concern processed?

1) An email is sent to confidentialreporting@wallenborn.com, whether or not anonymously, with all details and elements of evidence.

2) An acknowledgement or receipt will be sent within seven days thereafter.

3) The report will be diligently monitored by authorized personnel, who will contact the whistleblower and, if necessary, ask him/her to complete his/her declaration.

4) The authorized personnel will provide the whistleblower with feedback regarding the processing of his/her report within three months after the acknowledgement of receipt or, if no acknowledgement of receipt was sent to the whistleblower, within three months after expiration of a period of seven days following the report.

5) The report will be filed in a registry specifically for that purpose, the confidentiality of which is ensured and access to which is strictly limited.

This internal reporting procedure is periodically audited in order to verify that all of the requirements are correctly met and documented.

Key Performance Indicators (KPI) are published annually to ensure transparency of the results of this procedure.

V. External reporting procedure

To report a violation, the whistleblower may also use an external reporting channel – i.e., report the violation to a competent external authority designated in the Member State of which it is a national.

This external reporting channel may be used either after an internal reporting or directly – i.e., without a prior internal reporting.

Nevertheless, Wallenborn wants to maintain a climate of trust in its community and encourage anyone who has knowledge of a violation to report it via its internal reporting system, without fear of reprisals and with full confidentiality. This reporting method is indeed the most efficient way to enable Wallenborn to promptly and effectively redress the concern or violation that is reported.

VI. Extent of protection

Whistleblowers have the protection provided by (EU) Directive (UE) 2019/1937 insofar as:

1) they have reasonable grounds to believe that the information reported regarding violations was veracious at the time of the reporting; and

2) they have carried out their reporting procedure internally or externally(or publicly) in a way consistent with the law.

When these two conditions are met, the whistleblower will be protected against any form of retaliation, threats or attempts to retaliate against him/her as a direct result of the report, particularly:

1) Suspension, dismissal, lay-off or equivalent measures

2) Downgrading or refusal of promotion

3) Transfer of duties; change of workplace; reduction of salary; change inworking hours.

4) Suspension of training.

5) Evaluation of performance, or negative certificate regarding work.

6) Disciplinary measures imposed or administered, reprimand or other sanction, including a financial penalty.

7) Coercion, intimidation, harassment or ostracism.

8) Discrimination, disadvantageous or unfair treatment.

9) Non-conversion of a temporary employment contract into a permanent contract, when the worker had a legitimate expectation of being offered permanent employment.

10) Non-renewal or early termination of a temporary employment contract.

11) Injury, including damage to the person’s reputation, particularly on social networks, or financial losses, including loss of activity and loss of income.

12) Blacklisting pursuant to a formal or informal agreement in a particular sector or business, which may imply that the person will not be able to find future employment in the sector or business involved.

13) Early termination or cancellation of a contract for goods or services.

14) Cancellation of a license or permit

15) Referral to a psychiatric or medical treatment.

Facilitators, third parties that are in relation with whistleblowers and might be subject to retaliation in an occupational context (such as colleagues or relatives of the whistleblowers), and legal entities that are owned by or work for the whistleblowers, or with which they have a relationship in an occupational context, are also beneficiaries of protection measures.

Any protected person who feels that he/she is a victim of, or is threatened with, retaliation may submit a justified complaint to the federal coordinator, who will initiate an extrajudicial protection procedure.

VII. Sanctions

Whistleblowers who knowingly report or divulge false information publicly are punished in accordance with the law of their State.

In Luxembourg, the author of a report who knowingly reported or publicly disclosed false information may be given a prison sentence of 8 days to 3 months and a fine of €1,500 to €50,000.

The civil liability of the author of a false report will be incurred. The entity which has suffered damage may seek compensation for the damage suffered before the competent court.

This provision is necessary to prevent abusive reporting, which would have the sole aim of “revenge” or to try to benefit from protection even in the event of dismissal or legitimate sanction.

If you have any question or need additional information regarding this whistleblower protection policy or our Ethical and Social Charter, please contact us by telephone at +352 26 341 441, or by email at: confidentialreporting@wallenborn.com