Speaking Up Policy and Procedure


Purpose

Speaking up is a key part of any compliance programme. It ensures that concerns, complaints and other matters (including allegations of failure to carry out work in accordance with professional standards or the Company’s expectations) can be brought to our attention and dealt with promptly.

Accounting firms, companies and networks, including those engaged in tax and other services are increasingly subject to wider stakeholder scrutiny and challenge. A speaking up policy and culture, which empowers those within the Company to raise concerns, benefits the company as it allows potential problems to be identified and resolved at an earlier stage. An effective speaking up policy enhances the compliance culture of the Company because it means everyone within the Company is given the responsibility of ensuring that we live up to our commitments and obligations, from a quality and risk perspective.

The speaking up policy establishes the policy and procedure for receiving, investigating and resolving complaints and allegations about failures to perform work in accordance with our professional standards. These policies or procedures contain the relevant ethical requirements, including independence. Audit regulatory expectations continue to increase. These are not restricted to audit but include the compliance culture across the whole of the Company’s activities.

Scope

This policy applies to all our people (including contractors, agency workers and any other temporary workers). The term ‘manager’ in this policy includes all those who have responsibility for other individuals.

Roles and Responsibilities

The Company is responsible for the implementation of this policy and procedure. Responsibility for usage of this policy lies with management, line management and the People Team.

Policy Principles

The aim of this policy is to provide an internal mechanism for the Windward Group’s people to speak up and allow reporting, investigating and remedying any wrongdoing in the workplace. This policy explains how individuals should raise any concerns they have, and how those concerns will be dealt with.


Policy Statements

What is a Speaking Up Policy?

“Whistleblowing” and “speaking up” are frequently used interchangeably in common parlance, but it is helpful to distinguish between the two.

“Whistleblowing” is used in the context of legally mandated procedures and protections in respect of disclosures. These procedures and protections apply only in respect of types of disclosures specified by law, usually where there is a wider public interest in the information coming to light (for example public corruption).

A “speaking up policy” is a policy that is adopted by businesses which will typically cover a broader range of situations than those which are covered by whistle-blowing legislation. A speaking up policy is normally part of the procedures to ensure the company adheres to the culture and standards of behaviour it has set for itself.

A “speaking up policy” is not intended to supersede existing employment processes. Matters that fall within the remit of Group People procedures (including those relating to the terms or conditions of employment or disputes between employees) should generally be dealt through those People procedures - rather than via the speaking up process.


Introduction & Summary

The Windward Group is committed to conducting business in an ethical manner, with integrity and fairness, and in compliance with applicable laws and regulations. Despite this commitment, you may one day observe conduct that concerns you, or that seems to violate our Code of Conduct and/or policies. If you observe or suspect such misconduct, the Windward Group encourages you to speak up. By doing so, you give us the opportunity to deal with the issue. Remaining silent about possible misconduct may worsen a situation and undermine trust. People should report any actual or suspected misconduct or irregularities, including a breach or suspected breach of any law, regulations, the Company Code of Conduct, Code of Ethics and Independence, Quality Policies or other Windward Group policies (a “breach”). People who report a breach in good faith shall be protected. The Windward Group truly values the help of individuals who identify and speak up about potential concerns that need to be addressed. Speaking up is encouraged and people who speak up are protected. You will not suffer for raising concerns in good faith about suspected misconduct, and we do not tolerate any form of retaliation against you for speaking up. Speaking up is essential for us to sustain our reputation, success and ability to service our clients.

This policy is available to anyone who wishes to raise a concern about possible misconduct within our Company. People can always report a breach to their direct manager or higher individual within their line of reporting including a Director, a representative of the People Team, or the Group COO. If people prefer not to report a breach to management, they can report the breach to the People Team or through the speaking up system as discussed herein. All reports of a breach will, to the extent possible, be dealt with in a confidential manner.

This Policy contains the rights and obligations for individuals who want to report a breach. This policy has been approved and adopted by the Group Executive Board (GEB) and will be implemented Company wide, subject to local applicable law and consents that must be observed. The GEB may resolve to amend, revise, discontinue, or terminate this policy at any time at its sole discretion, subject to applicable law. The GEB, in collaboration with the People Team will regularly review this policy and assess whether adjustments need to be made. The GEB is authorised to approve non-material adjustments to this policy. The most up to date version of the Policy will be available on the Windward Group SharePoint site.

Country Specific Considerations

All individuals should adhere to regulatory requirements regarding AML/Financial Crime Training and Data Protection relevant to their specific jurisdiction.

Policy Goals
  • Promote a culture of openness and trust, and encourage all individuals to seek advice and clarification on sensitive issues or raise a concern;
  • Encourage individuals to feel confident in raising concerns and to question and act upon those concerns;
  • Urge individuals to speak up as soon as possible rather than delaying until suspicions can be proven;
  • To provide individuals with guidance on how to raise concerns in confidence and receive feedback on any action taken;
  • Ensure individuals receive a response to their concerns in a timely manner and are aware of how to pursue them if they are not satisfied; and
  • Reassure individuals will be protected from possible reprisals or victimisation.

What to report under this Policy

Individuals can report in good faith all concerns about (potential) misconduct and violations of applicable laws and regulations, Company Code of Ethics and Independence or other Windward Group policies.

The matters which may be reported using this service generally are:
  • Suspected breaches of the Code of Ethics and Independence, including failure to carry out work with due care, competence and in accordance with the relevant legal and regulatory standards;
  • Failure to perform an engagement in accordance with professional standards;
  • Suspicions of theft or fraud;
  • Risks to the health or safety of any person;
  • Substance abuse;
  • Environmental damage;
  • Bullying, harassment or discrimination;
  • Suspicions of breaches of local laws or regulations including bribery or corruption or breaches of anti-money laundering requirements;
  • Other matters which may impact on the reputation of the BDO Member Firms or BDO network;
  • Conflicts of interest;
  • Inadequate financial or non-financial recordkeeping;
  • Improper use of Company resources;
  • Disclosure of confidential information;
  • Retaliation against anyone for speaking up in good faith; and
  • Violations of any of our (other) policies.

Principles of this Policy

Non-retaliation

Any individuals who report a breach which they reasonably believe to be true in accordance with the provisions of the policy, will be given protection and shall in no way be put at a disadvantage by the Company as a result of their report. The Windward Group will not tolerate retaliation against an individual for reporting in good faith any alleged breach or for participating in any investigation regarding a breach. Retaliation is a serious violation of the policy, and the violator will be subject to the appropriate disciplinary action, including the possible termination of employment/engagement. Any claims of retaliation must be reported to the People Team or the Group Chief Operating Officer for investigation.

Confidentiality

All reports of a breach will be dealt with in a confidential manner. Confidentiality will be maintained to the fullest extent possible, consistent with the need to conduct an adequate investigation of the report and the privacy laws of the jurisdiction concerned. To ensure a proper and fair investigation it will in most cases be necessary to inform that person of the accusations made. However, the Windward Group will keep the name of the reporting person confidential unless they agree with disclosing their name or if disclosure is required by law.

Misuse of the Policy

The Windward Group aims to provide an environment in which individuals can express any concerns they may have about wrongdoing at the workplace. As stated above, we welcome all reports made in good faith and in compliance with the provisions of the policy. If, however, it should become clear that the reporting procedure has not been undertaken in good faith, for example, for malicious reasons or to pursue a personal grudge against another individual or is not in compliance with the provisions of the Policy, this will constitute misconduct. The Windward Group cannot permit a situation in which an individual purposely makes a report they know, or has reason to know, is false. Making a false report will likely result in consequences for the individual, and they may be held liable for damages suffered by anyone who has been affected by these false reports.

Reporting Procedure

There are two reporting levels. To ensure a good process and an adequate treatment of a reported Breach, it is important Employees report at the appropriate level.

LEVEL I      Report to line manager or directly to the People Team.
LEVEL II     Report to the Group Executive Board.

Level I: Report to line management or the People Team if appropriate.

The Windward Group encourages any individual to report a breach directly and openly to their line manager or the People Team, if appropriate. Reporting a breach to line management is the fastest way to clear up any misunderstandings and also the best way to ensure a good and open working environment throughout our organisation.

Individual should refer to the policy when a report is made to management. If the breach relates to one of the subjects that could be considered as Gross Misconduct in line with the Windward Group ‘Disciplinary Policy & Procedure’ the line manager or other persons who receive the report of the alleged breach shall immediately inform their Service Line Director and/or the Group People Director who will escalate as appropriate.

Level II: Report to the Group Executive Board

If reporting a breach to the line manager or the People Team appears to be inappropriate, unfeasible or unsatisfactory, or the individual does not wish to make a report with the line manager for any other reason or if they are not satisfied with the response (for example, no action has been taken by the manager or supervisor at that level), they can report a breach directly to the Group Executive Board.

In addition, individuals (and the line manager who received a report of an alleged breach) are urged to directly notify the Group Chief Executive Officer in case of a breach by a member of the Executive Board or if the alleged breach relates to one of the following subjects:
  • Conduct that is corrupt, dishonest or fraudulent;
  • A (threat of) criminal activity or violation of any applicable law or regulation;
  • A (potential) danger to the public or individual’s health, safety and security;
  • Theft or fraud against the Windward Group;
  • Purposeful misinformation or false statements to or by a senior officer or accountant or to public authorities;
  • Inappropriate accounting practices, internal accounting controls, tax or audit matters;
  • Abuse of authority, including instructions not to report Breaches to higher management; and
  • Any other conduct that could have a detrimental effect to the reputation or financial situation of the Windward Group as a whole.

How to Speak Up and Raise a Concern

You may raise your concerns in several ways depending on the nature, seriousness and sensitivity of the issues involved and who is suspected of the malpractice:
  • Emails can be sent to any relevant stakeholders in the escalation chain, as detailed in Level I and II above.
  • You may raise concerns with your immediate supervisor/line manager or their superior, or a more senior level of management as appropriate.
  • Alternatively, or in addition, you can notify the People Team.

External Reporting Prevention

The policy is intended to be reported internally. Both before, during and after the internal handling of a breach, individuals are encouraged to avoid any form of external or internal publicity concerning any breach unless there is a legal obligation to immediately report the breach to an external party.

Anonymous reports

The Windward Group encourages individuals to report breaches directly and openly. In line with the procedure described above, the Windward Group will make a preliminary judgment whether there are reasonable grounds to investigate the anonymous report of a breach.

An anonymous reporter should realise the reporting of a breach anonymously may complicate or hinder investigations and prevent appropriate action being taken. Therefore, we urge individuals to be as specific as possible when reporting a breach.

How to Speak Up

If you would like to make us aware of a concern which falls within one of the categories above, please complete the Speaking Up Form.

Please include as much detail as possible of the circumstances which have given rise to your concerns, including any actions you have already taken to bring this to our attention and/or any other persons you have made aware of your concerns.

We will take all reasonable steps to protect your identity and, if possible, anonymity. However, you should be aware it may be difficult to guarantee an investigation will not cause your identity to become apparent. You may prefer to make this report anonymously. Whilst this will still be read and considered it may make it difficult for us to investigate the matter fully if we determine it appropriate to do so.

In our speaking up form, the following information is asked:
  1. Name.
  2. Email address.
  3. Does your complaint relate to any of the following matters:
    • Suspected breaches of the Code of Ethics and Independence, including failure to carry out work with due care, competence and in accordance with the relevant legal and regulatory standards;
    • Suspicions of theft or fraud;
    • Risks to the health or safety of any person;
    • Substance abuse;
    • Environmental damage;
    • Bullying, harassment or discrimination;
    • Suspicions of breaches of local laws or regulations including bribery or corruption or breaches of anti-money laundering requirements;
    • Failure to perform an engagement in accordance with professional standards; or
    • Other matters which may impact on the reputation of the Company, BDO Member Firms or the BDO network.
  4. Description of complaint (please include your role and how you are aware of this issue).
  5. Date of alleged activity.
  6. Has a complaint already been made to us or to any external third party (for example, a regulator or professional body)?