1. Introduction 

1.1 Purpose

The Meliore Foundation (“Meliore”) is committed to conducting its activities with integrity and respect for its values, in compliance with applicable laws and regulations. Meliore expects its Board and Staff members to act honestly and with integrity, in accordance with high ethical standards, and to comply with laws, regulations and policies in the conduct of their duties for preserving Meliore’s values, reputation and ability to operate.

Meliore is committed to facilitating open and honest communications in all matters pertaining to its governance, finances and compliance with appropriate laws, regulations and policies and encourages the reporting of good faith concerns, complaints and violations. As a foundation established in Belgium, Meliore complies with Belgian requirements for the protection of whistleblowers, while having Staff members and partners in many countries. 

Remaining silent about possible illegal or unethical conduct may create damages and undermine the trust Meliore’s stakeholders place in it. Therefore, Meliore strongly encourages speaking up when observing or suspecting conduct raising a concern of actual or potential violations of the applicable laws and policies. Meliore is committed to protect them when they do so. 

Nonetheless, Meliore recognizes that there are occasions when someone with knowledge of possible wrongdoing may not feel comfortable following Meliore’s Grievance Policy and Procedure by going directly to management and would prefer to raise serious concerns in a confidential manner. This Whistleblowing Policy (the “Policy”) is designed to facilitate confidential reporting on serious concerns. 

1.2 Scope

The Policy applies to reporting made by the following “Whistleblowers”: 

• Meliore’s employees;

• Meliore’s Board members, members of working groups, the committees, task forces and/or other working structures established by a Board, members of the executive structures of the programmes, projects and initiatives hosted by Meliore and Executive managers, ;

• Meliore’s affiliates, funders, partners and grantees and their staff;

• Meliore’s volunteers, paid or unpaid interns;

• Meliore’s contractors, subcontractors and suppliers and persons working under the supervision of these persons;

• Meliore’s former employees and candidates (if this information was obtained during the recruitment process or contractual negotiations);

about a serious concern related to a suspected illegal or unethical conduct that may result in violations (“Breaches”) of:

• a “Specific Law” as per Belgian or EU law applicable in Belgium in one of the following areas:

  • Public procurement; 

  • Financial services, products, and markets; 

  • Anti-money laundering and terrorist financing; 

  • Product safety and compliance; 

  • Transport safety; 

  • Protection of the environment; 

  • Radiation protection and nuclear safety; 

  • Food and feed safety, and animal health and welfare; 

  • Public health; 

  • Consumer protection; 

  • Protection of privacy and personal data, and security of network and information systems; 

  • Fraud (including social and tax fraud, notably as per EU Law);

  • Internal market (including competition, state aids, taxes);

• Another national or otherwise applicable law of a country in which Meliore operates,

• Meliore’s internal policies.

The Whistleblower is invited to share detailed “Information about Breaches”, meaning information obtained in the professional context, including reasonable suspicions, about actual or potential Breaches that have occurred or are likely to occur as well as about attempts to conceal such Breaches. Information about Breaches on prevention of money laundering and terrorist financing, as well as on child and vulnerable adults safeguarding may be obtained outside of the professional context.

1.3 Exceptions

There are no exceptions to the Policy.

2. Summary of available reporting channels

Open Door Process: means that Staff members are invited to discuss orally or in written any concern with their Line Manager and/or People & Culture Partner or Director as per Meliore’s “Grievance Policy and Procedure” and other specific policies designed to resolve issues quickly and appropriately. To leverage this opportunity to discuss concerns, refer to the Policy for instructions. It is also reminded that Staff members may leverage local Employees’ Representatives (if any) or Person of Trust (if any). 

Internal Reporting: (see section 3) means the formal communication of Information about Breaches to the “Whistleblowing Officer”. This channel is for formal confidential reporting, swift identification of serious concerns / Breaches and prompt action.

External Reporting: (see section 4) means the oral or written communication of Information about Breaches:

• to the “Competent Authority” which is any of the national authorities designated to receive External Reporting and provide feedback to the Whistleblower; or

• in the absence of a designated authority, to the Belgian “Federal Ombudsman” . 

Meliore strongly encourages Open Door Process or Internal Reporting before External Reporting, to allow quick resolution of issues, and advises to consider public disclosure (in the public sphere) as last resort. Whistleblowers are informed that public disclosure is bound by specific requirements, including prior internal or external reporting as applicable.

3. Internal Reporting on a serious concern / Breach

3.1 Reporting a serious concern / Breach to Meliore’s Whistleblowing Officer 

By reporting internally to the Whistleblowing Officer, the Whistleblower facilitates swift issue resolution and enables Meliore to take appropriate action. 

Meliore has designated its Legal Counsel as its Whistleblowing Officer.

The Whistleblowing Officer plays a key role in investigating and following up on Internal Reporting, by:

• Designating the appropriate persons taking part in the Investigation while keeping in mind the due confidentiality and restricted access; 

• Maintaining communication with the Whistleblower;

• If needed, asking for additional information;

• Determining the proper escalation path if reported facts are established;

• Providing follow-up on the report to the Whistleblower.

Substitute Officers, being the Chief Financial Officer and the Operations Director, are appointed in order to investigate and follow-up on Internal Reporting in case of absence of the Whistleblowing Officer.

3.2 Can the report be anonymous?

Some countries do not allow the option of anonymity due to local rules and regulations and the Belgian Data Protection Authority recommends not to encourage anonymous reporting.

Meliore therefore encourages the Whistleblower to share personal identity information when reporting Information about Breaches as this notably allows: 

• Communication of the acknowledgement of receipt to the Whistleblower;

• Collection of additional information if needed to properly investigate; 

• Follow-up communication to the Whistleblower;

• Acknowledgement of receipt of the report;

• Proactive monitoring to guarantee the absence of retaliation.

However, if the Whistleblower is reluctant to share personal identification data, Meliore commits to respect the Whistleblower’s decision and refrain from trying to identify the Whistleblower unless ordered otherwise by judicial or public authorities.

3.3 Investigation process

The Whistleblowing Officer (or Substitute) is responsible for the investigation process. The Whistleblowing Officer (or Substitute) can be assisted by an outside counsel and/or by a limited number of members of Staff or of the Governing Board or individuals designated by the Governing Board as appropriate on a case-by-case basis, without prejudice to due confidentiality (see section 3.5).

Internal Reporting is treated in an objective, careful, in‐depth, honest, integral, and impartial manner and in accordance with the values of Meliore, as well as with the applicable legal and regulatory requirements, including for anonymous reports.

In case additional information is needed and requested to carry out the investigation, the Whistleblower, when identifiable, must provide it as promptly as possible. 

Meliore advises the Whistleblower to refrain from requesting advice or assistance from a person outside Meliore during the investigation process except from a professional bound by professional secrecy. 

3.4 Follow-up and closure of the report

As soon as the investigation is completed, the Whistleblowing Officer (or Substitute) informs the Whistleblower of its results, provided the Whistleblower is identifiable and provided this will not prejudice either the Whistleblower or the follow-up of the matter.

For reports about potential breach of a Specific Law (see section 1.2), such information will take place within three (3) months from the acknowledgement of receipt. 

If following the investigation, it appears that the Whistleblower acted for ill‐intended purposes, disciplinary sanctions might be taken. However, this should in no way affect the principle according to which no Whistleblower should fear expressing an honest and justified opinion confirmed by the facts. Whistleblowers will not lose the benefit of protection against retaliation merely because the reporting done in good faith has proved to be inaccurate or unfounded.

3.5 Confidentiality

The identity of the Whistleblower may not be revealed, without prior consent, to any person other than authorised personnel who are competent to receive or follow up on reports. This extends to any other information from which the identity of the Whistleblower may be directly or indirectly deduced. 

By way of derogation, the identity of the Whistleblower, and any other information from which the identity of the Whistleblower may directly or indirectly be deduced, may be disclosed where this is necessary and proportionate under special legislation in the context of investigations of public authorities or in the context of judicial proceedings, in particular with a view to safeguarding the rights of defence of the Person Concerned. This applies equally to Relevant Third Parties (see section 3.6). 

3.6 Personal data protection

Any processing of personal data under the Policy, including the exchange or transmission of personal data by the Competent Authorities or the Belgian Federal Ombudsman, is carried out in accordance with Regulation (EU) 2016/679 (the “GDPR”), as well as with the legal provisions on the protection of individuals with regard to the processing of their personal data. 

Personal data in connection with the Policy will at no time be processed for any purposes other than the proper performance of the investigation. Personal data that are clearly not relevant for the processing of a specific report will not be collected or, if collected accidentally, will be deleted without undue delay. 

The name, function and contact details of:

• the Whistleblower; 

• any person to whom the protection and support measures extend, including “Relevant Third Parties” who are connected to the Whistleblower and who are at risk of Retaliation, such as a person who assists a Whistleblower during the reporting process and whose assistance is confidential;

• the “Person Concerned” to whom a Breach is attributed or with whom that person is associated, 

will be kept until the reported Breach is time-barred, unless otherwise required by applicable law. If no statutory limitation or retention period is determined by law, the above-mentioned personal data will be kept for two (2) years. 

However, collected personal data will be deleted without undue delay where an Internal Reporting proves manifestly abusive or where the investigation concludes to an absence of a Breach. 

3.7 Storage

Meliore keeps a register of all reports received, in compliance with personal data protection (see section 3.6) and confidentiality requirements. 

Reports made by a Whistleblower are kept for a duration of two (2) years, except in the following cases:

• Reports will be deleted without undue delay where a Reporting proves manifestly abusive or where the investigation concludes to an absence of a Breach;

• Reports will be stored for the storage duration aligned on the retention period of personal data as per section 3.6 where:

  • Investigation concludes to the existence of the alleged Breach, or

  • Investigation is inconclusive. 

4. External Reporting to Competent Authorities

Reporting Information about Breaches, outside of Meliore, may have serious implications for the Person Concerned, possibly for the Whistleblower and/or for Meliore itself. However, the Policy does not restrict a Whistleblower from communicating with or reporting Information about Breaches to Competent Authorities.

Whistleblowers have the right to report Information about Breaches externally after reporting internally or directly.

Whistleblowers may report to one of the Competent Authorities for legal entities established in Belgium through the independent and autonomous reporting channels set up for receiving and processing Information about Breaches. Their competence depends on the area concerned by the Breach:

• FPS Economy, SMEs, Self-employed, and Energy;

• FPS Finance;

• FPS Health, Food Chain Safety and Environment;

• FPS Mobility and Transport;

• FPS Employment, Labor, and Social Dialogue;

• FPS for Social Integration, Poverty Reduction, Social Economy and Urban Policy;

• Federal Agency for Nuclear Control;

• Federal Agency for Medicines and Health Products;

• Federal Agency for the Safety of the Food Chain;

• Belgian Competition Authority;

• Belgian Data Protection Authority;

• Belgian Financial Services and Markets Authority ('FSMA');

• National Bank of Belgium;

• Institute of Company Auditors;

• The authorities listed in Article 85 of the Act of September 18, 2017, on the prevention of money laundering and terrorist financing;

• National Committee for the Protection of the Supply and Distribution of Drinking Water;

• Belgian Institute for Postal Services and Telecommunications.

• National Institute for Health and Disability Insurance;

• National Social Security Office;

• Social Information and Research Service; Anti-Fraud Coordination Service; and

• Maritime Transport Control.

In the absence of designation or if no authority considers itself competent to receive a report, the Belgian Federal Ombudsman acts as the Competent Authority. 

5. Support and protection

5.1 Conditions of protection

5.1.1 Protection under Belgian Whistleblowing Law

Whistleblowers benefit from the protection provided by the Belgian Whistleblowing Law on the condition that they meet the following two criteria: 

1. They act in good faith, meaning they had reasonable grounds for believing that the Information about Breaches they reported was true at the time of reporting and that this information fell within the scope of the Policy and the Belgian Whistleblowing Law; and 

2. They have made an Internal Reporting, an External Reporting, or a public disclosure, regarding a Breach of a Specific Law (see section 1.2), as prescribed by the Policy and the Belgian Whistleblowing Law. 

Malicious, reckless or false allegations made with the foreknowledge that they are false will be viewed as a serious disciplinary offence and may result in disciplinary sanctions. However, Whistleblowers will not lose the benefit of protection merely because the reporting done in good faith has proved to be inaccurate or unfounded. 

It is also reminded that the Belgian Whistleblowing law imposes further requirements in case of public disclosure. 

5.1.2 Extended Internal Protection

As an exception condition (2) of section 5.1.1, Meliore endeavours to extend protection measures as per section 5.2 where an Internal Reporting (see section 3) is made for any serious concern or Breach, not limited to a Breach of a Specific Law (see section 1.2).

5.2 Protection measures

Subject to conditions of the Belgian Whistleblowing law (see sections 1 and 5.1), Whistleblowers are protected against any direct or indirect act or omission prompted by an Internal or External Reporting or by a public disclosure, and which causes or may cause unjustified detriment to the Whistleblower (“Retaliation”). 

This includes but is not limited to: suspension, layoff, dismissal or equivalent measures; demotion or refusal of promotion; transfer of duties, change of workplace location, reduction in salary, change in working hours; suspension of training; a negative performance evaluation or employment reference; imposition or administering of any disciplinary measure, reprimand or other penalty, including a financial penalty; coercion, intimidation, harassment or ostracism; discrimination, disadvantageous or unfair treatment; failure to convert a temporary employment contract into a permanent employment contract, where the worker had legitimate expectations that he or she would be offered permanent employment; non-renewal or early termination of a temporary employment contract; harm, including damage to the person’s reputation, in particular on social media, or financial loss, including loss of business and loss of income; blacklisting on the basis of a sector or industry-wide formal or informal agreement, preventing the person from finding a job in the sector or industry; early termination or cancellation of a contract for goods or services. 

Alleged acts of Retaliation are investigated and may lead to disciplinary action. 

Finally, the Whistleblower does not incur liability in respect of acquiring or accessing the information which is reported or publicly disclosed, provided that it did not constitute a self-standing criminal offence.

6. Miscellaneous

The Policy cancels and replaces the previous Meliore’s Whistleblowing Policy.

The Policy may be amended from time to time, and in the context of legal developments, its interpretation will align with the latest regulations. 

If any part of the Policy is deemed inconsistent with prevailing legal requirements, the pertinent legal regulations will supersede that specific section, while the remainder of the Policy will remain in force unchanged.

The internal Whistleblowing procedure established by the Policy coexists with reporting channels stated by the “Grievance Policy and Procedure” and by other specific policies (notably the “Conflict of Interest Policy”, “Anti-bribery, -fraud, and -corruption policy” or emergency procedures) designed for Staff members.

The determination of the most appropriate reporting procedure is up to the Whistleblower. 

It is outlined that the Whistleblowing internal procedure is not an emergency procedure allowing immediate review. In case of a life-threatening emergency or threat of imminent bodily harm, the Whistleblower should contact relevant emergency responders immediately.

Whistleblowing contact form

Serious concerns / Breaches can be reported to Meliore’s Whistleblowing Officer through the dedicated contact form

References

1. Law of 28 November 2022 on the protection of persons who report breaches of Union law or national law within a legal entity in the private sector (the “Belgian Whistleblowing Law”). 
2. Federal Mediator established by Belgian Law of 22 March 1995 who is the Competent Authority for Whistleblowing reports on Belgian legal entities.
3. As designated by the Belgian Royal Decree of 22 January 2023