Whistleblowing Policy

Effective Date: 07/09/2025

TELA is committed to maintaining the highest standards of integrity, transparency, and accountability in all of our operations, relationships, and business practices. We recognize that in today’s rapidly evolving financial technology landscape, the risks associated with fraud, corruption, unethical conduct, and regulatory breaches are significant and can impact not only our organization but also our customers, partners, and the wider society. To address these risks effectively, TELA has established this comprehensive Whistleblowing Policy. The purpose of this policy is to create a safe, transparent, and effective mechanism through which employees, contractors, users, and third parties can report genuine concerns about unethical, illegal, or improper behavior connected to TELA.

This Whistleblowing Policy is more than just a regulatory requirement; it is a reflection of TELA’s values and ethical principles. We view whistleblowing as a critical tool for identifying wrongdoing early, preventing harm, strengthening governance, and reinforcing a culture of accountability. By encouraging stakeholders to speak up and by providing a clear process for handling reports, TELA ensures that every concern raised is treated with seriousness, investigated fairly, and addressed appropriately. Most importantly, we are committed to protecting whistleblowers from retaliation or discrimination, recognizing their courage in speaking out to protect the integrity of the organization.

1. Purpose of the Whistleblowing Policy

The purpose of this Whistleblowing Policy is multi-faceted. First, it aims to encourage all stakeholders—including employees, contractors, users of the TELA App, and third parties such as vendors or partners—to raise concerns about any suspected unethical, illegal, or improper conduct in good faith. By providing a structured reporting process, TELA seeks to create an environment where speaking up is not only accepted but expected as part of responsible corporate citizenship.

Second, the policy seeks to guarantee that any concerns raised are taken seriously, investigated promptly, and addressed in a manner that is fair, impartial, and consistent with both Nigerian laws and global best practices. This includes compliance with financial crime regulations, data protection frameworks such as the Nigeria Data Protection Regulation (NDPR), anti-corruption laws, and corporate governance standards. TELA recognizes that in order to remain credible as a trusted financial technology provider, we must go beyond compliance and demonstrate proactive ethical leadership.

Third, the policy seeks to provide clear assurances to whistleblowers that they will be safeguarded against retaliation, harassment, or any negative consequence arising from their decision to report concerns in good faith. At TELA, we understand that fear of retaliation is one of the biggest obstacles to whistleblowing. For this reason, the policy explicitly prohibits any form of adverse action against whistleblowers and provides multiple avenues of support to ensure their protection.

Finally, this policy promotes organizational learning and continuous improvement. Every report received under the whistleblowing framework provides valuable insights into potential risks, vulnerabilities, or gaps within TELA’s systems. By analyzing these reports and acting upon them, TELA strengthens its operations, reduces exposure to risks, and enhances the trust and confidence of all stakeholders.

2. Scope of the Policy

This policy applies broadly across TELA’s ecosystem. It covers employees at all levels, including permanent staff, temporary workers, contractors, consultants, and agency workers. It also extends to users of the TELA App, who may become aware of issues affecting the integrity of TELA’s services. Furthermore, vendors, service providers, and other third parties who interact with TELA’s business are equally encouraged to make use of the whistleblowing channels provided under this policy.

The scope of concerns covered by this policy is intentionally wide. It includes, but is not limited to, financial fraud, embezzlement, bribery, or corruption. It covers any act of misconduct that undermines data security or privacy, such as unauthorized access to customer accounts, leaks of personal information, or breaches of regulatory data protection standards. It extends to unethical use of company resources, misuse of assets, or conflicts of interest that jeopardize the organization’s integrity. Reports of workplace misconduct such as discrimination, harassment, abuse of power, or violations of ethical standards are also within scope.

Importantly, the policy also covers health and safety issues, environmental violations, or breaches of laws and regulations in any jurisdiction where TELA operates. By defining the scope broadly, TELA ensures that no genuine concern falls outside the reach of the whistleblowing framework.

3. Reporting Channels

To make whistleblowing as accessible and secure as possible, TELA has established multiple reporting channels. Employees and contractors are encouraged to raise concerns internally through their line managers, the human resources department, or the designated Whistleblowing Officer. Where the concern involves a direct supervisor or senior management, employees are free to bypass the normal reporting line and contact the Whistleblowing Officer directly.

TELA also provides a confidential whistleblowing hotline that is available to employees, contractors, users, and third parties. This hotline is designed to ensure that reports can be made anonymously if desired, and it operates around the clock to accommodate stakeholders in different time zones. In addition, TELA has established a secure email address (report@tela.ng) where individuals can submit concerns. Emails sent to this address are encrypted and accessible only to the Whistleblowing Officer and authorized compliance staff.

For convenience and accessibility, TELA also operates an online whistleblowing platform where detailed reports can be submitted securely. This platform is designed to guide the whistleblower through the process of describing the concern, attaching relevant evidence, and indicating whether anonymity is preferred. To ensure independence and impartiality, TELA has also partnered with an independent third-party service provider who can receive and manage whistleblowing reports on behalf of TELA, particularly in cases where whistleblowers are more comfortable reporting externally.

Regardless of the channel chosen, whistleblowers are encouraged to provide as much detail as possible, including dates, names, documents, and any other relevant evidence. This enables TELA to conduct a thorough investigation and take appropriate action.

4. Handling and Investigation of Whistleblowing Reports

TELA has established a structured process for handling whistleblowing reports to ensure consistency, fairness, and efficiency. All reports are treated with the utmost confidentiality, and access to information is restricted to individuals directly involved in the investigation. The identity of the whistleblower is protected to the greatest extent possible. Where disclosure of the identity is absolutely necessary to advance the investigation, the whistleblower will be informed and their consent sought before any disclosure is made.

Once a report is received, TELA will acknowledge receipt within three business days. An initial assessment will then be conducted by the Whistleblowing Officer or a designated compliance officer. This assessment involves determining whether the report falls within the scope of the policy, whether there is sufficient information to proceed, and what level of investigation is required.

If the concern is deemed serious, a formal investigation will be initiated. The investigation may involve reviewing documents, analyzing transaction logs, conducting forensic data analysis, and interviewing relevant individuals. In cases involving financial irregularities, specialized auditors or external investigators may be engaged to ensure objectivity and technical rigor. For matters involving data breaches, cybersecurity experts may be called upon to trace the source of the breach and prevent recurrence.

The outcome of the investigation will be documented in a formal report. Where the allegations are substantiated, TELA will take appropriate corrective action, which may include disciplinary measures against individuals involved, changes to internal controls, system upgrades, or reporting to regulators and law enforcement agencies. The whistleblower, if not anonymous, will be informed of the outcome to the extent permissible by law.

Investigations will be conducted as swiftly as possible, but TELA recognizes that complex cases may require additional time. Throughout the process, whistleblowers will be updated periodically on the progress of the investigation to reinforce trust and confidence in the process.

5. Protection for Whistleblowers

At the heart of TELA’s Whistleblowing Policy is the commitment to protect whistleblowers from retaliation. Retaliation includes dismissal, demotion, harassment, intimidation, denial of benefits, blacklisting, or any other form of adverse treatment. TELA has adopted a strict zero-tolerance stance against retaliation, and any individual found to have engaged in retaliatory conduct will face disciplinary action, including possible termination.

Whistleblowers are also entitled to confidentiality. Their identities will be safeguarded and disclosed only where strictly necessary. In cases where the whistleblower chooses to remain anonymous, TELA will respect this choice while still taking the necessary steps to investigate the concern. Whistleblowers may also access support services, including counseling or legal advice, particularly where the report involves serious allegations or creates significant personal stress.

By providing robust protection for whistleblowers, TELA aims to eliminate the fear associated with reporting and to encourage individuals to act in the best interests of the organization and its stakeholders.

6. False or Malicious Allegations

While TELA strongly encourages stakeholders to report any genuine concerns in good faith, it is equally important to emphasize that the whistleblowing mechanism must never be abused. Making deliberately false, malicious, or frivolous allegations undermines the integrity of the whistleblowing process and can cause significant harm to individuals and the organization. Such actions may damage reputations, erode trust, and divert resources away from genuine investigations.

TELA recognizes that not all concerns raised will ultimately be substantiated. Whistleblowers will not face negative consequences simply because their concerns could not be verified, provided the report was made in good faith. However, where it is established that a whistleblower intentionally provided false or misleading information, disciplinary action may be taken. For employees, this may include warnings, suspension, or termination of employment. For contractors or third parties, it may result in termination of contracts or blacklisting from future business engagements with TELA.

It is important to note that the determination of whether a report is malicious will be based on clear evidence. TELA will not discourage reporting by penalizing whistleblowers simply because their claims are unproven. The distinction between a mistaken report made in good faith and a deliberate attempt to mislead is critical, and TELA will always err on the side of protecting individuals who act in good conscience. This balance ensures that the whistleblowing process remains credible, fair, and accessible, while discouraging misuse of the system.

7. Monitoring, Oversight, and Continuous Improvement

The effectiveness of a whistleblowing framework depends on continuous monitoring, oversight, and improvement. At TELA, the Whistleblowing Officer, supported by the Compliance Department, is responsible for maintaining oversight of all whistleblowing reports and investigations. Regular reports on whistleblowing activity are submitted to senior management and the Board of Directors to ensure accountability at the highest levels of governance.

These reports include statistics on the number and type of cases reported, the outcomes of investigations, the timeliness of responses, and any corrective actions implemented. By tracking patterns and trends, TELA can identify systemic issues that require broader organizational changes. For example, if multiple reports highlight weaknesses in cybersecurity, TELA may respond by upgrading systems, enhancing monitoring, or providing additional staff training.

TELA also benchmarks its whistleblowing program against industry best practices and regulatory guidelines, both in Nigeria and globally. This includes aligning with standards set by the Central Bank of Nigeria (CBN), the Financial Reporting Council of Nigeria (FRCN), the Economic and Financial Crimes Commission (EFCC), and international frameworks such as the OECD Guidelines on Whistleblower Protection. By doing so, TELA ensures its policy remains current, effective, and globally credible.

Feedback from whistleblowers, employees, and external stakeholders is another important source of improvement. TELA periodically conducts anonymous surveys to assess whether employees feel safe reporting concerns, whether they trust the process, and whether they are aware of the reporting channels. Insights from these surveys guide refinements to the policy and its implementation.

8. Training and Awareness

A whistleblowing policy is only effective if stakeholders are aware of it and understand how to use it. For this reason, TELA invests heavily in training and awareness initiatives. All employees, from entry-level staff to senior executives, receive training on the whistleblowing policy during onboarding and through periodic refresher programs. These sessions explain the importance of whistleblowing, the types of concerns that can be reported, the available reporting channels, and the protections offered to whistleblowers.

Specialized training is provided to managers, compliance officers, and investigators who handle whistleblowing cases. This training covers confidentiality requirements, proper documentation, interviewing techniques, and ethical considerations in investigations. By equipping key personnel with the necessary skills, TELA ensures that reports are handled professionally and with sensitivity.

In addition to formal training, TELA raises awareness through communication campaigns. Posters, newsletters, and digital announcements remind employees and users of the whistleblowing channels and emphasize TELA’s zero-tolerance stance against retaliation. The TELA App also contains a dedicated section where users can access information about whistleblowing, submit reports, and review updates about the company’s ethics and compliance initiatives.

Through training and awareness, TELA seeks to normalize whistleblowing as a positive and responsible action. By embedding this culture across the organization, TELA reinforces the message that speaking up is part of protecting the company, customers, and society at large.

9. Review and Updating of the Policy

TELA recognizes that the business environment, regulatory landscape, and technological context in which we operate are constantly evolving. Accordingly, this Whistleblowing Policy will not remain static. Instead, it will be subject to regular review and updating to ensure it remains relevant, effective, and aligned with best practices.

The Compliance Department, in consultation with the Whistleblowing Officer, is responsible for conducting a formal review of this policy at least once every two years. However, interim reviews may be conducted more frequently if significant changes occur in the regulatory environment, or if feedback or internal assessments indicate a need for improvement.

During each review, TELA will assess whether the policy effectively encourages reporting, whether the reporting channels remain secure and accessible, and whether protections for whistleblowers are sufficient. The review will also examine the quality of investigations and whether corrective actions are being implemented consistently and effectively. Input will be sought from employees, management, users, and external experts where appropriate.

Updates to the policy will be communicated promptly to all stakeholders through internal communication channels, the TELA App, and the company’s website. Training materials and awareness campaigns will also be updated to reflect any changes. By adopting a dynamic approach, TELA ensures that its whistleblowing framework continues to meet the highest ethical and regulatory standards.

10. Contact Information and Acknowledgment

For ease of access, TELA provides clear contact details for reporting concerns and seeking guidance regarding the whistleblowing process. Reports may be submitted through the secure email address report@tela.ng, the whistleblowing hotline, or the online reporting platform accessible via the TELA App and company website. Whistleblowers who wish to remain anonymous are assured that anonymity will be respected, provided sufficient details are supplied to enable a meaningful investigation.

In addition to reporting channels, TELA also provides contact details for the Whistleblowing Officer and the Compliance Department for any questions about this policy or the whistleblowing process. Whistleblowers may also request confidential meetings with the Whistleblowing Officer to discuss concerns in a private and supportive environment.

By implementing this comprehensive Whistleblowing Policy, TELA reaffirms its commitment to integrity, transparency, and accountability. Every stakeholder is reminded that maintaining these values is a collective responsibility. Employees, users, contractors, and partners all play a vital role in safeguarding the organization against misconduct and in upholding TELA’s reputation as a trusted financial technology provider.

TELA acknowledges the courage of individuals who choose to speak up. We value their contribution to protecting the organization and we assure them that their voices will always be heard, respected, and protected. Through the consistent application of this policy, TELA strives to build a workplace and ecosystem where honesty, fairness, and accountability are not only expected but celebrated as central to our mission and success.