- CAF is committed to a culture of corporate compliance and ethical behaviour. We have developed this Whistleblower Protection Policy in accordance with section 1317AI of the Corporations Act.
- This Policy details the type of protections that are afforded to Eligible Whistleblowers, as well as the steps that the CAF Group will take to ensure that Eligible Whistleblowers do not suffer any detriment following a Protected Disclosure.
- Throughout this Policy, the CAF Group is referred to as ‘we’, ‘us’, ‘our’ or any variations.
1.2 Who does this policy apply to?
This Policy applies to all Eligible Whistleblowers.
In addition to the protection for Eligible Whislteblowers under this Policy, we will also consider (on a case-by-case basis) disclosures that otherwise satisfy the definition of ‘Protected Disclosure’ in accordance with this Policy where those disclosures are made by members of the following groups that are not otherwise Eligible Whistleblowers:
- organisations external to the CAF Group; and
- members of the public.
1.3 Laws, Regulations and Industry Standards relevant to this policy
This Policy incorporates elements of the following laws, regulations and Industry Standards, which include:
- Treasury Laws Amendment (Enhancing Whistleblower Protections) Act 2019 (Cth);
- The Corporations Act 2001 (Cth) (‘the Act’) & the Corporations Regulations;
- AS 8000 -2003 –Corporate governance –good governance principles; and
- AS 8004 -2003 –Whistleblower protection programs for entities.
1.4 Protections available to eligible whistleblowers
We undertake to ensure that an Eligible Whistleblower under this Policy shall not be penalised, personally disadvantaged or suffer detriment because they have made a Protected Disclosure.
We will not subject an Eligible Whistleblower to any civil, criminal or administrative liability in relation to a Protected Disclosure, nor will we enforce a contractual obligation in relation to the Protected Disclosure (for example, the confidentiality clause in an employment agreement).
In addition, the WPO shall liaise with relevant managers, employees or officers of the CAF Group to ensure that the Eligible Whistleblower is not subject to any of the following:
• alteration of the Eligible Whistleblower’s position or duties to their disadvantage;
• discrimination between an employee (if relevant) and other employees of the CAF Group;
• harassment or intimidation;
• harm, including psychological harm or bullying; and
• damage to the Eligible Whisteblower’s property.
If an Eligible Whistleblower subsequently reports being disadvantaged for making a Protected Disclosure (as described above), that information will be assessed as a new disclosure and will be investigated as set out in this Policy.
1.5 Personal work-related grievances
The WPO and chair of the GARCC may determine that a disclosure made by an Eligible Whistleblower is not a Protected Disclosure, but a personal work-related grievance. In this instance, a WIC will not be convened, and the individual will not be entitled to the protections set out in this Policy. The disclosure will be passed to the CAF Head of Human Resources. The CAF Head of Human Resources will handle the disclosure in accordance with relevant policies.
A disclosure will constitute a personal work-related grievance if it concerns a grievance about any matter in relation to the discloser’s employment with the CAF Group, or former employment, having implications for the discloser personally and does not have significant implications for the CAF Group and does not otherwise fit the definition of a Protected Disclosure.
Before making a disclosure by email, through our online form, or to an Eligible Recipient, you should consider whether your disclosure is a personal work-related grievance.
1.6 How you can make a protected disclosure
An Eligible Whistleblower makes a disclosure by doing one of the following:
In each instance, the disclosure will be shared with the WPO who together with the chair of the GARCC will determine whether the disclosure is a Protected Disclosure. If the disclosure involves the chair of the GARCC the disclosure will be referred to the Chairman of the Board of Directors. If the disclosure involves the WPO, the disclosure will be referred to the Senior Corporate Counsel. If this is the case, subsequent references to the chair of the GARCC and the WPO should be read accordingly.
If the WPO and the chair of the GARCC determine that a disclosure is not a Protected Disclosure, they may determine that the disclosure is a personal work-related grievance. In this instance, the disclosure will be shared with the CAF Head of Human Resources.
The Human Resources department of CAF has existing procedures in place designed to deal with employee grievances.
1.7 How will CAF investigate protected disclosures
Once the WPO and chair of the GARCC determine that a disclosure is a Protected Disclosure, a WIC will be convened to investigate the matter. The investigation shall be managed exclusively by the WIC.
The composition of the WIC will vary depending on the nature of the conduct to be investigated.
For each WIC convened, the WPO and the chair of the GARCC shall select a third member, having regard to the particular disclosure. This may include a member of the Executive Team, head of a CAF business unit, their delegates, or someone external to CAF if that is determined appropriate in the circumstances.
Three (3) members of the WIC will be required to investigate any given matter.
The WIC will endeavour to notify the Eligible Whistleblower within 10 Business Days of being convened to update the Eligible Whistleblower of the proposed action.
WIC recommendations in any given matter must be based on a two/thirds majority vote by the appointed WIC members.
In certain cases, the WIC may decide there is a need to refer the relevant report to an appropriate external investigator. Such external investigator may include external lawyers and/or accountants or other specialist third parties as appropriate.
A matter will not be investigated by any person who is either implicated in the subject matter of the Whistleblower’s report or who is known to have a direct influence over the person investigated.
1.8 Key functions of the Whistleblower Investigation Committee
The key functions of a WIC investigation are to:
- collate information relating to the allegation as quickly as possible;
- consider the information collected;
- make a recommendation based on the evidence in a manner that is fair, objective and affords procedural fairness to all parties involved;
- make contemporaneous notes of all discussions, phone calls and tapes of all interviews with witnesses when conducting an investigation;
- use its best endeavours to ensure confidentiality, including, but not limited to, establishing a confidential filing system for storing all information it has received, conducting interviews in private and taking all reasonable steps to protect the identity of the Eligible Whistleblower; and
- warn the Eligible Whistleblower where disclosure of the identity of the Eligible Whistleblower cannot be avoided due to the nature of the allegations.
- If the WIC exercises its discretion in favour of allowing a witness to have legal representation all associated costs will be the responsibility of the party engaging that representation.
At the conclusion of the investigation by the WIC, the WPO will prepare a report of the WIC’s findings/recommendations. These findings/recommendations will be presented to the Board via the GARCC.
Where an investigation shows that wrongdoing has occurred within the CAF Group, CAF is committed to changing its processes and taking action in relation to those CAF Group members who have behaved incorrectly.
Where illegal conduct may have occurred, this may involve reporting the matter to relevant authorities and, in some cases, to the police.
In some circumstances CAF may also be required to report instances of Improper Conduct to the relevant regulatory authorities, such as ASIC.
In addition, the WPO:
- Will examine the immediate welfare and protection needs of the relevant Eligible Whistleblower, if identified.
- Will also examine the immediate welfare of any CAF employees, officers or authorised representatives that are mentioned in a Protected Disclosure and take all necessary steps to ensure they are appropriately supported during and after an investigation.
1.9 Investigation process
The below flow chart details at a high level the process that will be followed by the WIC during the investigation.
1.10 Rights and responsibilities of whistleblowers
Eligible Whistleblowers must in all cases:
- when making a disclosure not make a false disclosure knowing it to be false or being reckless about whether it is false; and
- assist with the investigation of the disclosure to the extent reasonably required.
The intentional making of a false disclosure is itself considered Improper Conduct which CAF has the right to act on. The making of any deliberately false or malicious allegations against the CAF Group may result in disciplinary action up to and including dismissal.
Eligible Whistleblowers must not attempt to obtain evidence they have no right to access. Such improper access may itself be considered Improper Conduct. Eligible Whistleblowers are essentially ‘reporting parties’ and for this reason should not attempt to conduct their own investigative activities.
Whistleblowers making a Protected Disclosure should be prepared to set out all known information regarding any reported allegations and provide evidence in support of any such allegations. We may require Eligible Whistleblowers to complete forms from time to time during the initial report and subsequent investigation.
Where possible, and assuming the identity of the Eligible Whistleblower is known, the Eligible Whistleblower will be kept informed of the outcome of the investigation of their report, subject to privacy and confidentiality considerations.
Protection of an Eligible Whistleblower’s identity will be maintained to the extent possible within the law.
The Corporations Act allows CAF to pass on the identity and information provided by an Eligible Whistleblower to ASIC, the Australian Prudential Regulation Authority, the Australian Federal Police, and legal practitioners without asking for permission from the Whistleblower.
The Corporations Act does not allow further disclosure of an Eligible Whistleblower’s identity to be made without their consent.
The Eligible Whistleblower may, at any time during an investigation, contact CAF for a status update. CAF will use its best endeavours to provide the Eligible Whistleblower with a status update as soon as reasonably practicable.
The RACC must report all material incidents under this policy or breaches of the policy to the GARCC.
1.12 Availability of the policy
For officers and employees of the CAF Group, this Policy is published on the secure staff portal.
This Policy is also available on the Corporate Governance section of the CAF website at https://www.centrepointalliance.com.au/investor-centre/corporate-governance/.
Click here to download policy.
1.13 For more information
If you would like more information on this Policy, please contact the Whistleblower Protection Officer by calling 1300 557 598 or email email@example.com