Incofin Investment Management NV
Management Summary
Incofin Investment Management NV (hereafter “Incofin IM” or the “Company”) desires to uphold high integrity standards. The integrity standards concern both the company mission and values and the applicable laws and regulations. To achieve this goal, Incofin IM encourages all Relevant persons to share any integrity related concerns they might have.
As transparency is a key company value, these concerns are by preference shared via the established reporting lines. However, Incofin IM acknowledges that under certain circumstances, Relevant persons might require a specific reporting mechanism to raise their concerns (“Whistleblowing mechanism”).
The purpose of this document is to implement the Whistleblowing mechanism. To achieve this purpose this Policy offers a description of:
- The established reporting mechanisms;
- the internal Whistleblowing mechanism;
- the external Whistleblowing mechanism.
Incofin IM implements these mechanisms in accordance with the following legal provisions:
- EU Whistleblowing Directive 2019/1937 of 23 October 2019
- Belgian Whistleblowing law of 28 November 2022
- Belgian Royal Decree designating the competent Whistleblowing authorities of 22 January 2023
This Policy is applicable to all Relevant Persons. However, if local legislation contradicts the provisions in the policy, the legislation will prevail.
The owner of this Policy is the Compliance Team.
Reporting mechanisms
Established reporting mechanisms
All Relevant Persons are encouraged to raise any integrity related concern via their direct reporting lines. As an impact Investment firm, sound business operations are vital for achieving the company mission and goals.
The first point of contact to raise any concerns is the direct manager. The direct manager will assess the concern and provide further guidance.
Alternative established reporting mechanisms are the independent control functions (risk function, compliance function and internal audit) and the HR department:
- Risk function: any concerns related to risk, impact or ESG can be reported to the Risk department;
- Compliance function: any concerns related to compliance (e.g.: AML-CFT, conflicts of interests, gifts, …) can be reported to the compliance department;
- Internal audit: any concerns in scope of an ongoing audit, can be reported to the internal auditor;
- HR: any HR related concern (e.g.: diversity, equity, inclusion, working environment, breaches of labour rules and contracts, …).
Receivers of reported concerns are required to review these and to provide feedback on the actions taken to the person raising the concern. Incofin IM guarantees all Relevant Persons that a concern raised in good faith will have no negative consequences for the person raising the concern.
Internal Whistleblowing mechanism
Purpose
Incofin IM acknowledges that there might be circumstances where the established reporting mechanisms are insufficient to address specific concerns. Therefore, the company has implemented a specific reporting mechanism to deal with these cases.
The whistleblowing mechanism has a predetermined procedure and offers the raiser of the concern (legal) guarantees and protections.
Scope
The whistleblowing mechanism targets a wide range of concerns: any concern, suggestion, complaint or grievance related to the activities of the company can be reported. This includes, inter alia, all infringements of internal (IIM’s policy framework) and external rules (legislation, accounting rules, corruption, fraud, …). Disclosure via the Whistleblowing mechanism can be made by Relevant persons.
Reporting mechanism
Concerns can be raised via the Whistleblowing procedure.
Incofin IM has appointed two authorized persons to whom concerns can be raised via the Internal Whistleblowing Mechanism. Both persons have sufficient authority and seniority and can reach out directly to members of the Management Board and, if needed, the Chair of the Supervisory Board.
Both persons are responsible for different departments and report to different members of the Management Board. If one authorized person, his or hers own department, or direct manager is involved, a whistleblower is requested to approach the other authorized person.
Authorized persons and contact details:
Rita Van den Abbeel – Chief Risk & ESG Officer │Chair Risk Management Committee
Sneeuwbeslaan 20
2610 Antwerp Belgium
T + 32 3 829 25 73 rita.vandenabbeel@incofin.com
Niels De Bie – Chief Financial Officer │Responsible for Internal Audit
Sneeuwbeslaan 20
2610 Antwerp Belgium
T +32 3 829 25 86
niels.debie@incofin.com
Reports can be made verbally or in writing. This report can be made anonymously.
A written report can be submitted via several channels:
- the internal whistleblowing tool at the internal SharePoint;
- a letter;
- an e-mail.
Guarantees and protections for the whistleblower
The whistleblowing mechanism offers guarantees and protections to Relevant persons and witnesses, under the condition that the report is made in good faith and the whistleblower has reasonable grounds to believe that the reported breach information is accurate at the time of the report.The following guarantees and protections apply:
- Confidentiality: The identity of the reporting person is not disclosed to anyone without the explicit permission of the reporter beyond the persons competent to receive or follow up on reports ( the Authorized Persons”).
- Processing of personal data in accordance with the EU Regulation 2016/679 (“GDPR regulation”)
- Confirmation of receipt of the report (within 7 days of receipt);
- Feedback about the outcome of the investigation regarding the reported infringements (within a maximum of 3 months after receipt);
- Prohibition of retaliation: Any form of retaliation against witnesses, whistleblowers, their family members and close business associates, including threats of retaliation and attempts of retaliation is prohibited.
Investigation and remediation in case of retaliation
Any person, who has substantial reason to believe that witnesses, whistleblowers, their family members or close business associates have suffered retaliation can request an Authorized Person (or a competent independent person appointed by the Authorized person) to investigate these allegations as part of the Whistleblowing mechanism.
If an Authorized person assesses that there has been retaliation against witnesses, whistleblowers, their family members or close business associates, they can advise the Management Board (or Chair of the Supervisory Board if a member of the Management Board is involved) on how the situation should be remedied.
The Management Board (or the Chair of the Supervisory Board if a member of the Management Board is involved) is required to oversee the execution of this advice. If there are reasonable grounds to deviate from the advice, the reasoning must be put in writing and the report must be shared with the members of the Audit Committee who must propose a final solution.
Procedural safeguards
The procedural safeguards for any Whistleblower, Witness, or Subject of an investigation include that:
- Notification: Any person or entity implicated by a report of suspected infringements of internal and external rules must be notified within a reasonable time of the report made against them, provided that this notification does not impede the investigation itself;
- Fair hearing: no final conclusions shall be made in respect of an implicated person or entity unless that person or entity has had the opportunity to respond to the report of suspected infringements of internal and external rules;
Internal and external disclosures
After each whistleblowing investigation, the authorized person must prepare a final report, respecting the above mentioned guarantees, protections and procedural safeguards. This report must be shared with the Management Board or with the Chair of the Supervisory Board if a member of the Management Board has been investigated for any infringements of internal and external rules.
The authorized person is also responsible for sharing the report with third parties, if such reporting is contractually required.
External Whistleblowing mechanism
Purpose
Next to the internal Whistleblowing mechanism, relevant persons can also reporter infringements via an external Whistleblowing mechanism. Incofin IM considers this channel a last resort and strongly encourages relevant persons to always consider using the established reporting mechanisms and the internal Whistleblowing mechanism first.
However, if relevant persons consider that these channels are insufficient to address the infringement, Incofin IM will respect the same (applicable) guarantees and protections that apply for the internal Whistleblowing mechanism. This channel can also be used if an internal whistleblower believes to be the victim of a retaliation after using the internal Whistleblowing mechanism.
Scope
Relevant persons can use the external whistleblowing mechanisms to report infringements mentioned in Art. 2 of the Belgian Whistleblowing law of 28 November 2022 :
- Public procurement;
- financial services, products and markets, prevention of money laundering and terrorist financing;
- product safety and product compliance;
- safety of transport;
- protection of the environment;
- radiation protection and nuclear safety;
- food and feed safety, animal health and animal welfare;
- public health;
- consumer protection;
- protection of privacy and personal data, and security of network and information systems;
- combating tax fraud.
Reporting mechanism
The Belgian authorities have clarified the different reporting authorities via the Royal Decree designating the competent Whistleblowing authorities of 22 January 2023 .
Infringements in scope of the Belgian Whistleblowing law of 28 November 2022 can be reported to the federal Ombudsman. Contact details and all other relevant information can be found on the website . Infringement can also be reported directly to the designated authorities responsible for a specific domain.
Incofin IM is a Belgian licensed Alternative Investment Fund Manager, supervised by the Belgian Financial Services and Markets Authority (“FSMA”). Any infringements on financial legislation of which it supervises compliance (e.g.: AML-CFT) can be directly reported to the supervisor. Contact details and all other relevant information can be found on the website .
Guarantees and protections for the whistleblower
Incofin IM will respect the same (applicable) guarantees and protections that apply for the internal Whistleblowing mechanism.
Annexes
Available from Page 8 in the full document here.