WHISTLEBLOWER POLICY

1. Purpose

This Policy aims to

  • encourage Disclosers to report an issue if they reasonably believe someone has engaged in serious wrongdoing;
  • outline how the McCloy Group will deal with whistleblowing reports; and
  • set out the avenues available to Disclosers to report serious wrongdoing to the McCloy Group.

Whilst it is generally expected that these issues will be raised through the normal channels of line management, reporting by other avenues may be appropriate or necessary in certain situations.

2. Summary

This policy outlines:

  • processes for reporting disclosures in relation to the McCloy Consolidated Pty Ltd ACN 623 096 827 and its related entities (McCloy Group)
  • McCloy’s processes for investigating disclosures
  • protections offered to persons making a disclosure (Whistleblower), and persons mentioned in disclosures, and
  • processes for maintaining and updating this policy.

Note: There are certain differences between the whistleblower protections that exist under the Corporations Act 2001 (Cth) and the whistleblower protections that exist under the Taxation Administration Act 1953 (Cth). Please read this policy carefully before making a disclosure to ensure that you understand what is required in order for you to be afforded adequate protection.

3. Who does this Policy apply to?

This Policy applies to “Disclosers”, which means anyone who is, or has previously been, any of the following with respect to all entities within the McCloy Group:

  • employees;
  • Directors;
  • officers;
  • contractors (including employees of contractors);
  • suppliers (including employees of suppliers);
  • associates;
  • consultants; and
  • relatives, dependants, spouses, or dependents of a spouse of any of the above;
  • any persons prescribed from time to time as being able to make a disclosure by regulations under the Corporations Act 2001 (Cth) or the Taxation Administration Act 1953 (Cth).

The protections in this Policy will also apply to anyone who has made a disclosure of information relating to an entity in the McCloy Group to a legal practitioner for the purpose of obtaining legal advice or legal representation in relation to whistleblowing protection laws.

4. Matters that should be reported

Any matter that a Discloser has reasonable grounds to believe is misconduct or an improper state of affairs or circumstances, is in breach of McCloy Group’s policies or the law should be reported in accordance with this Policy. Please note personal work related grievances are not covered under this Policy and should be reported to your line manager.

Reportable matters include any conduct that involves:

  • dishonest or unethical behaviour or fraudulent activity;
  • unlawful, corrupt or irregular use of company funds or practices;
  • illegal activities (including theft, dealing in or use of illicit drugs, violence or threatened violence and criminal damage against property);
  • improper or misleading accounting or financial reporting practices;
  • a breach of any legislation relating to the McCloy Group’s activities, including the Corporations Act 2001 (Cth);
  • behaviour that is oppressive, discriminatory or grossly negligent;
  • an unsafe work-practice;
  • any behaviour that poses a serious risk to the health and safety of any person at the workplace;
  • a serious risk to public health, public safety or the environment; or
  • any other conduct which may cause loss to the McCloy Group or be otherwise detrimental to the interests of the McCloy Group;
  • indicates conduct that constitutes a breach of the Corporations Act or the Australian Securities and Investments Commission Act 2001 (Cth);
  • indicates conduct that constitutes an offence against any other law of the Commonwealth that is punishable by imprisonment for a period of 12 months or more;
  • indicates conduct that represents a danger to the public or the financial system; or
  • indicates conduct that is prescribed under regulations made under the Corporations Act, from time to time.

It is important to note that in the case of a Disclosure that relates to tax affairs, it will only be a ‘Protected Disclosure’ (see section 5) if the discloser has reasonable grounds to suspect that the information:

  • indicates misconduct, or an improper state of affairs or circumstances, in relation to the tax affairs of the McCloy Group or an associate of the McCloy Group;
  • may assist the recipient to perform functions or duties in relation to the tax affairs of the McCloy Group or an associate of the McCloy Group; or
  • may assist the Tax Commissioner to perform his or her functions or duties under a taxation law in relation to the McCloy Group or an associate of the McCloy Group (in this case, the disclosure must be made to the Tax Commissioner).

For the above purposes, “tax affairs” means affairs relating to any tax imposed by or collected under a law administered by the Commissioner (e.g. income tax, GST, PAYG withholding, etc.).

5. Who can disclosures be made to and how?

The McCloy Group encourages employees who have reasonable grounds to suspect that a breach of law or other standard of behaviour has occurred to make disclosures to their supervisor or manager in the first instance.

If disclosure to the persons listed above is considered inappropriate, the person should raise the concern with the Legal Counsel, by phone or email or in writing. The matter may also be raised with the Managing Director or the Finance Director of the McCloy Group. If none of these channels are deemed appropriate disclosures may be made to the McCloy Groups external accountant being Justin Doyle at Doyle Partners, or as advised from time to time. Contact details are 02 4929 5400.

Where an allegation of wrongdoing relates to the McCloy Group’s tax affairs, a person may qualify for protection by disclosing the allegation to additional recipients, the Commissioner of Taxation or a registered tax agent or BAS agent (this may be the McCloy Group’s external accountant).

Disclosures should provide specific, adequate and pertinent information in order to allow for a reasonable investigation to be conducted. If the whistle-blower discloses his or her name the person receiving the disclosure will acknowledge having received the disclosure and may initiate a follow up meeting. However if the disclosure is submitted on an anonymous basis this will not be possible limiting avenues for investigation.

All disclosures received will be dealt with on a confidential basis and whistle-blowers are encouraged to disclose their identities to obtain the protection afforded to them at law.

6. Confidentiality

The McCloy Group recognises maintaining confidentiality is crucial in ensuring that potential whistle-blowers come forward and make disclosures in a open and timely manner without fear of reprisal. With this in mind the McCloy Group will take all reasonable steps to protect the identity of the whistle-blower and will adhere to all statutory requirements in respect of the confidentiality of disclosures made. It is noted in some circumstances disclosure of the identity of the whistle-blower or the allegations made may be unavoidable such as if court proceedings result from a disclosure pursuant to this policy.

7. Investigation process

In circumstances where a disclosure is received from a whistle-blower the McCloy Group will consider the most appropriate action based upon the information provided. Where the disclosure meets the requirements of this policy this might include an investigation of the alleged conduct.

An investigation in relation to a disclosure will be conducted promptly and fairly, with due regard to the nature of the allegation and the rights of the persons involved in the investigation. A report will not be investigated by a person implicated in the matter reported.

Where the identity of the discloser is known, the McCloy Group will ensure the Discloser is kept informed of the outcomes of the investigation in a timely manner subject to the considerations of privacy of those against whom the disclosure is made. All investigations will be carried out as quickly and efficiently as reasonably practicable and in accordance with this policy and any other applicable McCloy Group policies applying.

8. Breach of policy

Any reprisals against a whistle-blower are a serious breach of this policy and may result in disciplinary action, including dismissal. Where the McCloy Group becomes aware of any reprisals against a whistle blower for complying with the policy or the relevant laws, McCloy Group will take steps to either overturn, or deem void, the decision or action. This protection applies to any assisting or providing information related to an investigation pursuant to this policy.

It is important to note that making deliberately false disclosures, or recklessly reporting conduct or making allegations without reasonable grounds to support the allegation as required by this policy will not attract any protections under this Policy. Disciplinary action may be considered for any such reckless reporting.

9. MAINTENANCE AND AVAILABILITY OF POLICY

9.1. Availability of policy and training

This policy will be made available to officers and employees of the McCloy Group via the McCloy Group website and McCloy Group Intranet site.

9.2. Review of program effectiveness

The effectiveness of the Whistleblower Policy and its related programs, including training, communication and visibility, will be assessed from time to time on an ‘as needs’ basis.