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Whistleblowing Mechanism
Pembani Remgro is committed to maintaining the highest standards of ethical conduct and accountability in all its business activities. Pembani Remgro is committed to being transparent, honest, and ethical and does not tolerate any criminal or unethical conduct that breaches its standards of behaviour. Pembani Remgro further believes that whistleblowing is an important mechanism to detect and prevent fraud, corruption, and other forms of wrongdoing that may harm its reputation, its stakeholders, and the public interest.
Definition
For the purpose of this policy, whistleblowing is defined as the disclosure of information by an employee, director, or third party about suspected misconduct, illegal, unethical, or improper behaviour within the Pembani Remgro group of companies.
This may include, but is not limited to:
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Fraud, corruption, bribery, or money laundering;
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Theft, embezzlement, or misappropriation of funds or assets;
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Conflicts of interest, nepotism, or favouritism;
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Violation of laws, regulations, policies, or contracts;
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Misuse or abuse of authority or position;
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Endangerment of health, safety, or environment;
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Human rights violations or discrimination;
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Harassment, bullying, or intimidation;
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Falsification, manipulation, or concealment of records or data;
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Any other form of dishonesty or malpractice.
Whistleblowing does not include personal grievances or complaints that are not related to corporate wrongdoing, such as disputes related to employment. Such matters should be directed to the Human Resources Department and the relevant managers.
Protected Disclosure
Pembani Remgro Infrastructure Managers welcomes whistleblower reports and encourages staff to draw to its attention to instances of corporate wrongdoing within the Pembani Remgro Infrastructure Managers group of companies.
Pembani Remgro Infrastructure Managers will require that every business in which the capital of the funds that it manages/advises is invested, adopt and implement whistleblower policies in accordance with local laws and international best practices.
Pembani Remgro Infrastructure Managers regards attempts to victimise or discriminate against a whistleblower as potentially gross misconduct. The victimisation of a person making a whistleblower report is treated as a serious matter which may give rise to disciplinary action by Pembani Remgro against any person(s) causing or allowing such victimisation.
This policy relies upon the reasonable belief of employees, and it should not be used as a mechanism for raising malicious or unfounded allegations against colleagues. Such practices may themselves be grounds for disciplinary proceedings.
Confidentiality
Pembani Remgro Infrastructure Managers is committed to protecting the confidentiality of any report made in good faith. The identity or personal information of a whistleblower will not be disclosed without their consent, unless required by law or to ensure a fair investigation. Any information that could reveal the source of a report will be handled with utmost care and discretion.
In this regard, Pembani Remgro Infrastructure Managers will ensure that:
• the identity of a Whistleblower is kept confidential and only disclosed on a need-to-know basis; and
• papers relating to a Whistleblower Report are filed carefully away.
The protection afforded by this policy only applies to reports made in good faith.
Filing a Report
Employees
As a first resort, employees are encouraged to report their concerns, either verbally or in writing to their direct managers or a member of senior management.
If the employee is uncomfortable reporting the incident to their manager or a member of senior management, the employee can file a whistleblowing report through the internal Pembani Remgro App. The report will protect the employee's identity by not capturing their name or email address. The Compliance Officer will receive all reports from the Pembani Remgro App as anonymous reports, unless the employee chooses to share their details in the report.
Third parties and external stakeholders
Third parties may submit whistleblowing reports to wb@pembani-remgro.com. All reports made through the email address will be received by the Chief Executive Officer, Business Integrity Manager and Compliance Officer (collectively the “Investigation Team”).
Submit a Whistleblowing Report
If you would like to submit a whistleblowing report, please use the online form below.
Investigating Whistleblower Reports
Internal reports
Reports made by employees through the internal channels, such as their line managers or the Pembani Remgro App, will ordinarily be treated as follows:
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Where the employee discloses their identity in the whistleblowing report, the recipient of the report will acknowledge receipt of the report and inform the employee of the expected timeline for investigation and resolution.
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The recipient of the report will notify the Investigation Team of the report and provide them with the relevant details and documentation.
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The Investigation Team will assess the report and determine whether it falls within the scope of the Whistleblower Policy and whether further investigation is required.
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If further investigation is required, the Investigation Team will appoint an investigator or a team of investigators, who may be internal or external, depending on the nature and severity of the report.
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The investigator(s) will conduct the investigation in a fair, impartial, and confidential manner, following the principles of natural justice and due process. The investigator(s) will gather evidence, interview witnesses and the whistleblower (if possible and appropriate) and prepare a report of their findings and recommendations.
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The Investigation Team will review the report of the investigator(s) and decide on the appropriate course of action, which may include disciplinary action, remedial action, or referral to external authorities.
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The Investigation Team will communicate the outcome of the investigation and the action taken to the whistleblower (where their identity has been disclosed), the recipient of the report, and any other relevant parties, subject to legal and confidentiality obligations.
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The Investigation Team will maintain a record of all reports received, investigations conducted, and actions taken under the Whistleblower Policy. The Investigation Team will also monitor the implementation of the action taken and the impact of the whistleblowing on the whistleblower and the organization.
External reports
Reports received through the whistleblower email address will ordinarily be treated as follows:
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Upon receiving a report from a third party through the email address wb@pembani-remgro.com, the Investigation Team will review the report and determine whether it falls within the scope of the Whistleblower Policy.
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If the report is within the scope of the policy, the Investigation Team will determine whether the matter may be dealt with internally or if an external party must be appointed to conduct the investigation (“Investigator”). The Investigator will also be given access to the relevant documents and information needed for the investigation.
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The Investigator will contact the whistleblower, if possible, to acknowledge the receipt of the report and to obtain further details or clarifications. The Investigator will also inform the whistleblower of the expected timeline and confidentiality of the investigation.
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The Investigator will conduct the investigation in a fair, impartial and objective manner, following the principles of natural justice and due process. The Investigator will interview the relevant witnesses, collect and analyze the evidence, and document the findings and recommendations in a written report.
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The Investigator will submit the report to the Chief Executive Officer, who will review the report and decide on the appropriate actions to be taken. The actions may include disciplinary measures, remedial actions, reporting to the authorities, or other steps as deemed necessary.
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If the incident report involves the Chief Executive Officer, the Investigator will send their findings to another member of the Investigation Team or directly to the Board of Directors.
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The Investigator will provide a summary of the outcome to the whistleblower, in so far as permitted by law and/or confidentiality obligations. The whistleblower will also be informed of the channels to appeal or escalate the matter if they are not satisfied with the outcome or the process.
The Board of Directors of the relevant Pembani Remgro entity will be made aware of reports received. Depending on the severity and nature of the incident being reported, the Board may be required to oversee the investigation process.
Consequences for submitting a false report
Pembani Remgro Infrastructure Managers takes the reporting of incidents seriously and expects all employees and third parties to act in good faith and with integrity when making a report. If it is determined that an employee or third party made a false and malicious report, they will face disciplinary action, which may include termination of employment or contract, legal action, or reporting to the relevant authorities.
Pembani Remgro will not tolerate any abuse of the reporting system or any attempt to harm the reputation or interests of the company or its stakeholders.
