Whistleblower Policy

OVERVIEW

Steel Blue is committed to the provision of an ethical, safe and professional work environment with behaviours aligned to its company values and Code of Conduct. Unethical and unlawful behaviour have the potential for significant negative effects on the workplace and brand. Steel Blue encourage the reporting of misconduct. It is expected that those who become aware of known, suspected, or potential cases of reportable conduct will report this in accordance with the Steel Blue Whistle-blower Policy (“Policy”).

Steel Blue will not tolerate any corrupt, illegal or undesired conduct nor will it condone victimisation of an individual who intends to or who has reported such conduct.

REPORTABLE CONDUCT

Steel Blue promotes a culture that encourages individuals to make a disclosure under this policy if they have reasonable grounds to suspect that a Steel Blue director, office, employee, contractor, supplier or other person who has business dealings with Steel Blue has engaged in Reportable Conduct.

Reportable Conduct includes but is not limited to:

• Dishonest, corrupt or illegal activities
• Theft, fraud, money laundering or misappropriation
• A serious breach of Steel Blue’s policies and procedures
• Offering or accepting a bribe
• Use of funds or resources in a manner that falls within the scope of Reportable Conduct
• Risks to the health and safety of workers, and/or the environment
• Risk to the environment
• Unethical conduct
• Victimising someone for reporting Reportable Conduct
• Retaliation against participants in and investigation or review of Reportable Conduct
• Harassment, discrimination, victimisation or bullying, other than personal work-related grievances as defined in the Australian Corporations Act 2001 (Cth) or equivalent
• Instruction to cover up or attempt to cover up serious wrongdoing
• Conduct which may result in financial loss to Steel Blue or damage its reputation or be otherwise detrimental to Steel Blue’s interests

WHO TO MAKE A REPORT TO?

Disclosures can be made (anonymously or not anonymously) verbally or in writing to one of the following Steel Blue Whistle-blower Protection Officers (WPO):

WPO responsibilities are to:

• Protect the interests of the Whistle-blower
• Assess the immediate welfare and protection needs of the Whistle-blower and, where the Whistle-blower is an employee, seek to ensure a supportive work environment
• Respond as appropriate and necessary to any concerns or reports of victimisation by a Whistle-blower

Any individual who is not an authorised WPO but who receives a Whistle-blower report, must report this to a WPO as soon as practicable and must not disclose details of the report to other individuals.

Upon receipt of Reportable Conduct report, a WPO must collate the following information, as a minimum, along with any other relevant information:

• Date the Whistle-blower made the report
• Date and substance of the Reportable Conduct
• The identity and job role of the alleged wrongdoer

PROTECTION OF WHISTLEBLOWERS

Under the Australian Corporations Act, an individual will be entitled to Special Protection as a whistle-blower if they meet all of the following criteria:

• The disclosure is made to Australian Securities and Investments Commission (ASIC), Australian Prudential Regulation Authority (APRA), or equivalent authority in the specific region or Country, a legal practitioner for the purpose of obtaining legal advice or representation in accordance with the Australian Corporations Act, or a Steel Blue WPO
• They provide their name to the person or authority they are making the disclosure to (not anonymous)
• They have reasonable grounds to suspect Reportable Conduct or the information they are disclosing indicates the company may have breached the Australian Corporations Act
• They make the disclosure in ‘good faith’, meaning the disclosure is honest and genuine with the motivation to disclose misconduct. Any other reason for making the disclosure will not be in ‘good faith’

The following Special Protections will apply:

• An employee whistle-blower will be protected against civil or criminal litigation for protected disclosures
• No contractual or other remedies may be enforced, and no contractual or other right may be exercised, against the Whistle-blower for making the report
• In some instances, the reported information is not admissible against the Whistle-blower in criminal proceedings or in proceedings for the imposition of a penalty
• It is a criminal offence to victimise an employee whistle-blower because of a protected disclosure made by the whistle-blower, and individuals who threatens to or actually causes detriment to a Whistle-blower may be guilty of an offence and may be liable for damages
• A Whistle-blower’s identity cannot be disclosed to a Court or tribunal except where considered necessary
• An individual receiving a report commits an offence if they disclose details of the report or the Whistle-blower’s identity, without the Whistle-blower’s consent, to anyone except ASIC, APRA, the AFP or a lawyer for the purpose of obtaining legal advice or representative in relation to the report.

If the Special Protections criteria are not met, Steel Blue will make all reasonable efforts to ensure the Whistle-blower identity remains confidential throughout the investigation process. Steel Blue will not disclose a Whistle-blower’s identity unless:

• The whistle-blower consents to the disclosure of their identity
• Disclosure of details that might reveal the Whistle-blowers identity is reasonably necessary for the effective investigation of the matter
• The concern is reported to ASIC, APRA or the Australian Federal Police (AFP) or equivalent authority in the specific region or Country
• Disclosure of the Whistle-blower’s identity is compelled by law
• Disclose is necessary to prevent a serious threat to a person’s health or safety
• It is necessary to protect or enforce Steel Blue’s legal rights or interests or to defend a claim

Whistle-blowers are encouraged to seek legal advice about any concerns about the protections that may or may not be available.

INVESTIGATION OF REPORTABLE CONDUCT

Steel Blue will investigate all matters reported under this policy as soon as practicable after the report is received by a WPO. Upon the receipt of a disclosure, a WPO must report this information to the Steel Blue Audit and Risk Committee Chairman who will determine the appropriate investigation process. The Audit and Risk Committee Chairman may seek assistance from other individuals as deemed appropriate depending on the nature of the report.

All investigations will be conducted in an objective and fair manner and in alignment with this Policy. Where the report is not anonymous, Steel Blue will provide you with feedback in relation to the investigation’s progress and/or outcome subject to considerations of the nature of the report and the privacy of those against whom the allegations are made.

Where the report is provided anonymously, Steel Blue will conduct an investigation based on the information provided which may be subject to limitations if incomplete information is received.

DEFINITIONS

Whistleblowing is when an employee, Director or Officer, current or former, discloses illegal, immoral or illegitimate practices under the control of the employer, to a person or organisation that may be able to take action.

Protected Disclosure is a report of suspected unethical or unlawful behaviour provided upon reasonable grounds (evidence), in good faith and in accordance with this Policy.

Special Protections are provided to Whistle-blowers when criteria outlined in the Australian Corporations Act are met.

To view the Steel Blue Whistleblower Policy in full, please enquire via our Contact Form.