Whistle Blowing Policy

MICRO-MECHANICS (HOLDINGS) LTD

Whistle Blowing Policy

1. INTRODUCTION
   1. Micro-Mechanics Holdings Limited (“MMH” or the “Company”) and together with its subsidiaries, the “Group”) are committed to a high standard of integrity in its business conduct and expects its directors and employees to observe high standards of business and personal ethics, honesty and with integrity in fulfilling our responsibilities within all applicable laws and regulations.
   2. In line with this commitment, this Whistleblowing Policy (the “Policy”) aims to provide an avenue and an effective confidential channel and system of supportive response for employees and external parties i.e. business partners (including suppliers) to raise concerns over any wrongdoing within the Group relating to unlawful conduct and financial malpractice and offer reassurance that they will be protected from reprisals or victimization for whistleblowing in good faith.
2. WHO IS COVERED BY THIS POLICY
   1. This Policy applies to all employees of the Group.
   2. Suppliers working for the Group may also use the provisions of the Policy to make the Group aware of any concerns that the supplier may have with regard to any contractual or other arrangement with the Group.
3. OBJECTIVES OF THIS POLICY
   1. Deter wrongdoing and promote standards of good corporate practices.
   2. Provision of proper avenues for employees to raise concerns about actual or suspected improprieties in matters of financial reporting or other matters and receive feedback on any action taken.
   3. Give employees the assurance that they will be protected from reprisals or victimization for whistleblowing in good faith.
4. REPORTABLE INCIDENTS
   1. Some examples of concerns covered by this Policy include (this list is not exhaustive):
      • Concerns about the Group’s accounting, internal controls or auditing matters;
      • Breach of or failure to implement or comply with the Group’s policies or code of conduct;
      • Impropriety, corruption, acts of fraud, theft and/or misuse of the Group’s properties, assets or resources;
      • Conduct which is an offense or breach of law;
      • Abuse of power or authority;
      • Serious conflict of interest without disclosure;
      • Intentional provision of incorrect information to public bodies;
      • Any other serious improper matters which may cause financial or non-financial loss to the Group, or damage to the Group’s reputation;
      • Fraud against investors, or the making of fraudulent statements to the Singapore Exchange Securities Trading Limited, members of the investing public and regulatory authorities;
      • Acts to mislead, deceive, manipulate, coerce or fraudulently influence any internal or external accountant or auditor in connection with the preparation, examination, audit or review of any financial statements or records of the Group;
      • Any other act committed knowingly, wilfully and intentionally which violates the Group’s employment terms and conditions either for the person’s own benefit, or for the benefit of some other party;
      • Concealing information about any malpractice or misconduct.
   2. The above list is intended to give an indication of the kind of conduct which might be considered as “wrong-doing”. In cases of doubt, the whistleblower should seek to speak to his or her immediate superior or follow the procedure for reporting under this Policy.
5. CONFIDENTIALITY
   1. The Group encourages the whistleblower to identify himself/herself when raising a concern or providing information.
   2. The Group will treat all reports, concerns and information provided with strict confidentiality and will only reveal them on a “need to know” basis for the purposes of investigating the reports.
   3. The Chairman of the Audit and Risk Committee (“ARC”) will have the ultimate discretion whether to reveal the identity of the whistleblower. If the identity is necessary to be revealed, permission from the whistleblower would be obtained before the information is released.
   4. The same shall apply if the “whistleblower” is not an employee of the Group.
   5. Exceptional circumstances under which information provided by the whistleblower could or would not be treated with strict confidentiality include:
      • Where the Group is under a legal obligation to disclose information provided;
      • Where the information is already in the public domain;
      • Where the information is given on a strictly confidential basis to legal or auditing professionals for the purpose of obtaining professional advice;
      • Where the information is given to the Police or other authorities for criminal investigation.
   6. In the event we are faced with a circumstance not covered by the above, and where the whistleblower’s identity is to be revealed, we will endeavor to discuss this with the whistleblower first.
6. PROTECTION AGAINST REPRISALS AND/OR RETALIATION
   1. The whistleblower shall be protected against reprisals, retribution and/or retaliation from his/her immediate supervisor or head of department/division as a result of the report. The Group will not tolerate the harassment or victimisation of anyone raising a genuine concern and will take appropriate action to protect those who raise a concern in good faith.
   2. In addition, the Group provides assurance that no disciplinary action can be taken against the whistleblower as long as he/she does not provide false information in the report “purposely, knowingly or recklessly”.
   3. However, the Group does not condone frivolous, mischievous or malicious allegations or for personal gain. Employees making such allegations will face disciplinary action or be held liable for damages by anyone who has been affected by the false report.
   4. To prevent false malicious reporting, poison letters and abuse of the reporting channel, all whistleblowers are encouraged to identify themselves and provide contact information in their reports which will be useful for:
      • Enabling the independent investigation panel to verify each report and obtain further information, if required;
      • Facilitating further investigations by auditors or the authorities where the identity of the informer is required by law;
      • Facilitating the communication of results of investigation to the whistleblower.
7. HOW TO RAISE A CONCERN OR PROVIDE INFORMATION
   1. Report to his/her immediate supervisor.
   2. If the concern involves his/her immediate supervisor, or for any reason he/she prefers not to report to them, he/she may report to the ARC Chairman.
   3. Concerns should be raised in writing and forwarded via post in a sealed envelope to:

      Chairman of the Audit and Risk Committee of Micro-Mechanics Holdings Ltd
      c/o 31 Kaki Bukit Place, Singapore 416209
      Label: To be opened by the Audit and Risk Committee Chairman only. Submitted in accordance with the Company’s Whistleblowing Policy.

   4. Alternatively, email to: whistleblowing@micro-mechanics.com
   5. Whistleblowers should provide background, history of events and reasons for concern.
   6. If unsure of what to submit, the whistleblower may use the “Whistle Blower Form” in the appendix.
   7. If not comfortable writing, the whistleblower may request a confidential meeting.
8. IMPORTANT POINTS TO NOTE WHEN RAISING A CONCERN OR PROVIDING INFORMATION
   1. The earlier the concern is raised, the easier it is for the Group to take action.
   2. The concern should be raised in good faith and demonstrate reasonable grounds.
   3. The whistleblower may seek advice and representation from a trade union officer.
9. PROCEDURES FOR HANDLING THE WHISTLEBLOWER REPORT AND REPORTING REQUIREMENTS
   1. All concerns will be reviewed, with consideration to:
      • Severity of the issue;
      • Credibility of concern;
      • Likelihood of confirming it with attributable sources.
   2. The ARC Chairman and ARC will investigate and resolve all complaints.
   3. Preliminary investigations will be conducted to establish merit and recommend actions.
   4. Standard practices and fraud response procedures will guide investigations.
   5. Records of reports will be maintained and tracked.
   6. Corrective action may include warning, demotion, suspension, termination, or prosecution.
   7. The ARC Chairman may involve internal or external advisors for assistance.
   8. The ARC Chairman will strive to protect anonymity but it may not be guaranteed.
   9. The accused will be informed and allowed to respond unless inappropriate.
   10. Valid concerns will be reported to the ARC and Board.
   11. The ARC Chairman will:
       • Report half-yearly to ARC on activities;
       • Report on issues affecting internal control or financial integrity;
       • Provide summary reports during ARC meetings.
   12. All records will be securely kept for no less than 6 years.
10. REVIEW OF POLICY
    1. This Policy will be reviewed every 2 years by Management with a report to ARC.
    2. Revisions must be approved by the Board.