HR POL22 Whistleblower Policy

WHISTLEBLOWER POLICY

PURPOSE

is committed to the highest standards of conduct and ethical behaviour in all our business activities, and to promoting and supporting a culture of honest and ethical behaviour, corporate compliance and good corporate governance.

encourages the reporting of any instances of suspected unethical, illegal, fraudulent or undesirable conduct involving ’s businesses, and will ensure that those persons who make a report shall do so without fear of intimidation, disadvantage or reprisal.

REPORTABLE CONDUCT

 You may make a report under this policy if you believe that any employee, contractor, supplier, tenderer or other person who has business dealings with has engaged in conduct (Reportable Conduct) which: 

See also Annexure A which describes the special protections available to whistleblowers who disclose conduct which may breach the Corporations Act.

WHO TO REPORT TO?

has several channels for making a report if a person becomes aware of any issue or behaviour which he or she considers to be Reportable Conduct.

All employees or contractors working within a team may raise the matter with your immediate supervisor, manager or another senior supervisor within your division/business unit.A supervisor in receipt of a report must take the matter to a Protected Disclosure Officer or a senior executive within the division/business unit, in accordance with the protocols regarding confidentiality set out below.

employees or contractors working within a team may also report directly to a Protected Disclosure Officer, as outlined below.

Any person may make a report to any of the following Protected Disclosure Officers: 

Human Resources and Safety Manager – Dean Norris Phone:
Email:
Chief Executive Officer – Cameron Hall Phone:
Email:
Operations Manager – Wayne Johnstone Phone:
Email:
Albert Reteif – Chief Financial Officer Phone:
Email:

 

Reports may also be mailed to: Level 35, 2 Southbank Boulevard, Melbourne VIC 3000

Alternatively, a report may be made via the FairCall Service which is a free external hotline and reporting service independently monitored by KPMG.

FairCall reporting options are:

After receiving a disclosure, the FairCall operator will provide the details of the disclosure to an appropriate Protected Disclosure Officer. Where a discloser provides their contact details to FairCall, those contact details will not be provided to the Protected Disclosure Officer without the discloser’s consent.

A report may be submitted anonymously if you do not wish to disclose your identity to the Protected Disclosure Officer or FairCall.

INVESTIGATIONS 

will investigate all matters reported under this Policy as soon as possible after the matter has been reported. A Protected Disclosure Officer may, with the whistleblower’s consent, appoint a person to assist in the investigation of a matter raised in a report. Where appropriate, will provide feedback to the whistleblower regarding the investigation’s progress and/or outcome (subject to considerations of the privacy of those against whom allegations are made).The investigation will be conducted in an objective and fair manner, and otherwise as is reasonable and appropriate having regard to the nature of the Reportable Conduct and the circumstances. 

PROTECTION

is committed to ensuring confidentiality in respect of all matters raised under this policy, and that those who make a report in good faith are treated fairly and do not suffer any disadvantage. 

  • Protection of your identity and confidentiality

Subject to compliance with legal requirements, upon receiving a report under this Policy, will not, nor will any supervisor, manager or Protected Disclosure Officer, disclose any particulars that would suggest or reveal your identity as a whistleblower, without first obtaining your consent. 

Any disclosure that you consent to will be disclosed on a strictly confidential basis. However, the Protected Disclosure Officer is able to disclose the complaint without your consent to ASIC, APRA or the Australian Federal Police. 

  • Protection of files and records

All files and records created from an investigation will be retained under strict security and unauthorised release of information to someone not involved in the investigation (other than senior managers or directors who need to know to take appropriate action, or for corporate governance purposes) without your consent as a whistleblower will be a breach of this policy. 

Whistleblowers are assured that a release of information in breach of this policy will be regarded as a serious matter and will be dealt with under ‘s disciplinary procedures. 

  • Fairness

A employee or contractor within a team who is subjected to detrimental treatment as a result of making a report in good faith under this policy should inform a senior supervisor within their division/business unit immediately.

Detrimental treatment includes dismissal, demotion, harassment, discrimination, disciplinary action, bias, threats or other unfavourable treatment connected with making a report.

The Corporations Act 2001 (Cth) also gives special protection to disclosures about breaches of that Act, as long as certain conditions are met – refer to Annexure A for further details.

DUTIES OF EMPLOYEES

 It is expected that employees of who become aware of known, suspected, or potential cases of Reportable Conduct will make a report under this policy or under other applicable policies. 

GROUP REPORTING PROCEDURE

Divisions/business units and Protected Disclosure Officers (as appropriate) will report to the divisional/business unit boards on the number and type of whistleblower incident reports annually, to enable to address any issues at a divisional/business unit and/or Group level. 

These reports will be made on a ‘no names’ basis, maintaining the confidentiality of matters raised under this policy. 

The Audit and Risk Committee will receive copies of all divisional/business unit board whistleblower reports, and whistleblower reports from Protected Disclosure Officers (as appropriate). In addition, serious and/or material Reportable Conduct will be considered by the Protected Disclosure Officers for immediate referral to the Chairman of the Audit and Risk Committee. 

POLICY AMENDMENT

This policy cannot be amended without approval from the Board. It will be reviewed from time to time to ensure that it remains effective and meets best practice standards and the needs of .

Annexure A – Special protections under the Corporations Act

The   Corporations  Act   gives   special   protection to  disclosures   about  potential  breaches   of  the

Corporations Act where the following conditions are satisfied:

  1. the whistleblower is an officer or employee of , or a person or company who has a contract for the supply of goods and services with (a ‘contractor’) or an employee of such a contractor; and
  1. the report is made to:
    1. a Protected Disclosure Officer;
    2. a director, officer or senior manager of ;
    3. a external auditor (or a member of that audit team); or
    4. the Australian Securities and Investments Commission (ASIC);
  1. the whistleblower gives their name before making the report (i.e. the report is not anonymous); and
  1. the report is made in good faith, and the whistleblower has reasonable grounds to suspect that there has, or may have, been a breach of the Corporations Act by or any of its officers or employees.

The protections given by the Corporations Act when these conditions are met are:

  1. the whistleblower cannot be subject to legal liability for making the report;
  2. anyone who victimises or threatens the whistleblower is guilty of an offence and may be liable for damages; and
  3. the person receiving the report commits an offence if they disclose the substance of the report or the whistleblower’s identity, without the whistleblower’s consent, to anyone except ASIC, the Australian Federal Police or the Australian Prudential Regulatory Authority (APRA).

*Examples of conduct which may amount to a breach of the Corporations Act include: 

  1. insider trading;
  2. insolvent trading;
  3. breach of the continuous disclosure rules;
  4. failure to keep accurate financial records;
  5. falsification of accounts;
  6. failure of a director or other officer of the Group to act with the care and diligence that a reasonable person would exercise, or to act in good faith in the best interests of the corporation;
  7. failure of a director to give notice of any material personal interest in a matter relating to the affairs of the company.