Whistleblowing

COMPANY INTERNAL DIRECTIVE

SPECIAL ORDER DOCUMENT

1 PURPOSE AND VALIDITY

The purpose of this regulation is to set out the rights and obligations in accordance with the Whistleblower Protection Act No. 171/2023 Coll. (hereinafter referred to as the "Act").

This regulation applies in VITAR, s. r. o. with its registered office at třída Tomáše Bati 385, Louky, 736 02 Zlín, company ID No.: 00566632, registered in the Commercial Register maintained by the Regional Court in Brno, Section C, Insert 189. (hereinafter referred to as the "Company"), which, as an obliged party, implements an internal reporting system in accordance with the Act and accepts responsibility for fulfilling its obligations under Section 9 of the Act.

2 DEFINITIONS

Whistleblowing means a mechanism of internal and external channels for reporting illegal or unethical conduct within public and private organisations, aimed at preventing negative consequences associated with such conduct, in particular, breaches of and/or threats to the public interest, and at the same time a system for investigating reports made, including measures for effective internal and external protection of whistleblowers, including a prohibition on retaliation and sanctions for breaches of this prohibition.

3 SUBJECT OF THE DOCUMENT

3.1. Whistleblower

A whistleblower is a natural person who makes a whistleblowing disclosure and is afforded appropriate legal and other related protections in connection therewith.

A whistleblower may be a person who performs work for the Company on the basis of an employment contract or a temporary work agreement.

The Company is prohibited from taking any form of retaliatory action against the whistleblower (e.g., removal, termination, demotion, pay cut, etc.), as well as threats of retaliation and attempts to retaliate. Protection against retaliation also applies to persons close to the whistleblower and other persons defined in the Act.

The Company is obliged to keep the identity of the whistleblower and the persons mentioned in the reports confidential (principle of anonymity). An exception is the transmission of information to public authorities, of which the whistleblower must be informed in writing in advance.

The whistleblower is not protected against retaliation in the event of a knowingly false report. In the event of a knowingly false report, the whistleblower is committing an offence for which a fine of up to CZK 50,000 may be imposed under the offence proceedings (Section 23 of the Act).

3.2. Obliged Party

The Company has established an internal whistleblowing mechanism which is a transparent, organisationally and technically secure and confidential internal system. The aim is to investigate the report properly and objectively, as well as to meet the formal requirements, in particular that the confidentiality of the report and the protection of the identity of the whistleblower and third parties are strictly ensured.

3.3. Report

The report shall contain information about the possible illegal act that has occurred or is about to occur in the case of a person for whom the whistleblower performs work and that has the characteristics of a criminal offence, the characteristics of a misdemeanour for which the law stipulates a fine with an upper limit of at least CZK 100,000, violates the Act, or violates another legal regulation or a regulation of the European Union.

Reports can be made via:

(a) the Company's internal reporting system; or

(b) a submission to the Ministry of Justice of the Czech Republic

Disclosure is possible only in the cases referred to in Section 7(1)(c) of the Act.

Reports can be made in the following forms:

a)     in writing (on paper) sent to the Company's postal address, třída Tomáše Bati 385, 763 02  Zlín,

b)     verbally at an in-person meeting with a responsible person (authorised person)

c)     combined, i.e. written and verbal,

The whistleblower must identify themselves in the report by name, surname, date of birth, and contact address (postal or e-mail) or other identifying data from which their identity can be recognised.  The report need not contain the information referred to in the first sentence if it is made by a person whose identity is known to the responsible person. Anonymous reports are excluded by the Company.

3.4. Responsible Person

The responsible person (or also referred to as the "authorised person") is a natural person who is of good character, of legal age and full legal capacity (Section 10 of the Act), is independent and has no conflict of interest and is in charge of ensuring and implementing the measures under the Act. The Company allows for a plurality of authorised persons for reasons of substitution and protection of whistleblower rights. 

The authorised person is obliged to

a)     accept the report,

b)     acknowledge the receipt of the whistleblower's report within 7 days of receipt of the report (except (i) if the whistleblower does not wish this to be done or (ii) if this is likely to reveal the identity of the whistleblower)

c)     communicate with the whistleblower where necessary to clarify and verify the information contained in the report,

d)     investigate the report,

e)     make a proposal to the company's management to take internal measures,

f)       notify the whistleblower of the handling of the report within 30 days of receipt of the report. In factually or legally complex cases, this period may be extended by up to 30 days, but no more than twice.  The whistleblower is informed in writing of the time period extension,

g)     take external follow-up action by the Company, such as filing an offence report, a criminal complaint,

h)     keep appropriate documentation, in particular the maintenance and retention of

-        records of reports made and

-        records of internal investigations carried out

(i) observe confidentiality in relation to the report and the whistleblower and about the facts discovered during the investigation, even after its termination

(j) process personal data in accordance with the GDPR.

(k) behave impartially

4 RECORDS OF REPORTS

The authorised person shall keep electronic records of reports containing:

a)     the date of receipt of the report,

b)     the name, date of birth, and contact address of the whistleblower or other data from which the identity of the whistleblower can be recognised,

c)     a summary of the content of the report and identification of the person against whom the report was directed, if the identity is known to the authorised person,

d)     the date of completion of the assessment of the reasonableness of the report and the result

The retention period is 5 years from the date of receipt of the report. Access to the records is given only to the authorised person.

5 ANNEXES

Annex No. 1 Designation of the authorised person and contacts

6 RELATED PROVISIONS

Directive (EU) 2019/1937 of the European Parliament and of the Council of 23 October 2019 on the Protection of Whistleblowers.

7 EFFECTIVENESS

This directive shall enter into force on 1 August 2023.

Annex No. 1 Designation of the authorised person and contacts

The authorised person of the Company is:

Bc. Pavla Polášková, e-mail: whistleblowing@vitar.cz