Whistleblower policy statement

1. The Patties Foods Group (comprising Patties Foods Pty Ltd, Australasian Foods Pakenham Pty Ltd, Boscastle Pastries and Foods Pty Ltd, Australian Wholefoods Pty Ltd, Leader Products, and all related companies) is committed to ensuring the highest standards of integrity and promoting a culture of honest and ethical behaviour, corporate compliance and good corporate governance. As part of this commitment, the Patties Foods Group recognises the need to have robust procedures in place to ensure people can report instances of suspected unethical, illegal, fraudulent or undesirable conduct by the Patties Foods Group or its officers, employees or agents, and to ensure that anyone who does report such behaviour can do so without fear of reprisal, discrimination, intimidation or victimisation.
2. The purpose of this whistleblower policy is to:
3. 1. Help deter wrongdoing by creating a safe space and clear process for disclosures of wrongdoing to the Patties Foods Group.
   2. Set out how people to whom this whistleblower policy applies, can report matters and how those matters will be investigated.
   3. Provide transparency around the Patties Foods Group’s framework for receiving, handling and investigating disclosures.
   4. Describe the protections available where the disclosures are made in accordance with Part 9.4AAA of the Corporations Act 2001 (Cth) (Corporations Law) or Part IVD of the Taxation Administration Act 1953 (Cth) (Tax Act).
4. A person making an eligible disclosure under this whistleblower policy is referred to as a whistleblower.
5. This whistleblower policy applies to:
6. 1. All employees of any Patties Foods Group company, whether permanent or casual, full-time or ongoing, trainees or apprentices.
   2. Volunteers, work experience placements and members of the public or customers.
   3. Entities or persons providing goods and services to a Patties Foods Group company, whether through a company, partnership, sole trader or labour hire arrangement.
   4. Individuals identified as eligible whistleblowers in section 4.
7. This whistleblower policy does not form part of any employee’s contract of employment and the Patties Foods Group may amend it at any time.

What can be reported under this whistleblower policy?

1. Eligible whistleblowers should make a disclosure under this whistleblower policy if they have reasonable grounds to suspect1 that conduct, or a state of affairs exists, in relation to the Patties Foods Group that is any of the following:
2. 1. Misconduct, or an improper state of affairs or circumstances, in relation to Patties Foods Group.
   2. Misconduct, or an improper state of affairs or circumstances, in relation to the tax affairs of Patties Foods Group, and where they consider the information may assist the recipient to perform functions and duties in relation to the tax affairs of Patties Foods Group.
   3. In contravention of any law administered by Australian Securities and Investments Commission (ASIC) (see Schedule 3 for a list of these laws). 1 NB. A mere allegation with no supporting information is not likely to constitute reasonable grounds for suspicion.
   4. Conduct that represents a danger to the public or the financial system (even if this conduct does not involve a breach of a particular law).
   5. Conduct that is an offence against any law of the Commonwealth, where the offence is punishable by imprisonment for a period of 12 months or more. (Collectively referred to as Disclosable Matters2.)
3. Disclosable Matters include conduct that either:
4. 1. May or may not definitively involve a contravention of any law;
   2. May include conduct that indicates a systemic issue in Patties Foods Group;
   3. Relates to dishonest or unethical behaviour and practices;
   4. May relate to business behaviour and practices that may cause consumer harm; or
   5. Is an exception to an excluded personal work-related grievance as defined in section 3.3.
5. Examples of the sort of conduct that should be disclosed under this whistleblower policy would include conduct that is:
6. 1. Fraudulent or corrupt, such as money laundering or misappropriation of funds.In breach of Corporations Law, such as:
   2. 1. insolvent trading;
      2. failure to keep accurate financial records;
      3. falsification of accounts;
      4. failure of a director, or another officer, to act with the care and diligence a reasonable person would exercise, or to act in good faith in the best interests of the corporation, or to give notice of any material personal interest relating to the affairs of the Patties Foods Group.
   3. Illegal, such as theft, the sale or use of prohibited substances.
   4. Unethical, such as acting dishonestly, altering records without cause or permission, making false entries in records, engaging in questionable financial practices, offering or accepting a bribe.
   5. Contrary to, or a serious breach of, codes and practices (including work practices) of the Patties Foods Group.
   6. Potentially damaging to Patties Foods Group, including conduct that may cause financial or non-financial loss to Patties Foods Group, or is otherwise detrimental to its interests.
   7. Engaging in or threatening to engage in detrimental conduct against a person who has made a disclosure, or is believed or suspected to have made, or be planning to make, a disclosure under this whistleblower policy.

What should not be reported under this whistleblower policy?

1. Subject to the exceptions below, a Disclosable Matter does not include a personal work-related grievance, which concerns a grievance in relation to a whistleblower’s employment, or former employment, with the Patties Foods Group that has implications for the whistleblower personally.
2. Examples of a personal work-related grievance include complaints an employee, or former employee, may hold concerning:
3. 1. The terms and conditions of their employment.
   2. An interpersonal conflict with another employee. (c) Any disciplinary or performance management process. (d) The termination of their employment.
   3. Personal work-related grievances should be reported under the relevant workplace policy of Patties Foods Group.
4. However, a personal work-related grievance that has significant implications for Patties Foods Group, and wider ramifications than for the whistleblower personally, may be appropriate to disclose under this whistleblower policy as a Disclosable Matter. Similarly, where the grievance relates to detrimental conduct suffered by the whistleblower because of making a previous whistleblower disclosure, or seeking legal advice about whistleblower protections, the matter should be reported under this whistleblower policy as a Disclosable Matter (see section 10).
5. Without limiting the types of matters, examples of personal work-related grievances that could be reported as a Disclosable Matter under this whistleblower policy might include:
6. 1. Where the matter suggests a behaviour or conduct extending beyond the individual’s personal circumstances, for instance an individual claim of bullying has indicated that there may be a more general culture of bullying or harassment within Patties Foods Group.
   2. Mixed reports, for instance where a concern regarding corporate misconduct or wrongdoing is accompanied by a personal work-related grievance, or a personal work-related grievance includes information about corporate misconduct or wrongdoing.
   3. Patties Foods Group, or its officers or agents, has breached an employment (or other) law punishable by more than 12 months imprisonment, or has engaged in conduct that represents a danger to the public.
   4. Complaints that the discloser suffers from or is threatened with detriment for making a disclosure.

Who can make a disclosure under this whistleblower policy?

1. The following individuals can make reports of Disclosable Matters:
2. 1. An eligible whistleblower – who is an individual who is, or has been, any of the following in relation to Patties Foods Group:
   2. 1. an officer, director or senior manager;
      2. a permanent, temporary, casual, part-time or full-time employee;
      3. a worker on secondment or supplied by an agency;
      4. a trainee and apprentice;
      5. suppliers of services or goods to Patties Foods Group, such as contractors, consultants, service providers and business partners;
      6. a spouse, relative or dependant of an individual referred to in this section.
   3. (see the full definition of eligible whistleblowers in Schedule 1 for the purposes of the Corporations Law, and the definition in Schedule 2 for the purposes of the Tax Act).
3. All persons who make a disclosure of information relating to a Disclosable Matter, whether an eligible whistleblower or not, will:
4. 1. Have their identity protected by Patties Foods Group, in accordance with section 7.
   2. Be protected from detrimental conduct, in accordance with section 10.
5. In addition to the protections outlined in section 4.2 above, an eligible whistleblower may also qualify for protections available under the Corporations Law and the Tax Act if they make a disclosure that qualifies for protection under those statutes (see Schedule 1 and Schedule 2 for when a disclosure qualifies for protection, and the protections available, under the Corporations Law and Tax Act).

Roles and responsibilities

1. Patties Foods Group’s Directors have ultimate responsibility for:
2. 1. Ensuring this whistleblower policy complies with Patties Foods Group’s legal and ethical obligations, and that all those under its control comply with it.
   2. Where relevant, determining how a matter reported under this whistleblower policy will be managed, including seeking legal advice on Patties Foods Group’s statutory or other legal obligations arising from a disclosure made under this whistleblower policy, or the application of this whistleblower policy, and notifying an external regulator or law enforcement agency.
   3. Acting on any findings of wrongdoing that have been investigated and substantiated.
3. The Patties Foods Group’s Whistleblower Officer (which is the Patties Foods Group’s Legal Counsel) has primary and day-to-day responsibility for:
4. 1. Implementing this whistleblower policy and dealing with any queries about it.
   2. Assessing disclosures made under this whistleblower policy and their management, including:
   3. 1. subject to any permissions from the whistleblower, ensuring a whistleblower’s identity is kept confidential;
      2. notifying the Directors where a disclosure is sufficiently serious;
      3. seeking legal advice, where necessary, arising from a disclosure made under this whistleblower policy;
      4. assessing the risk of any detrimental conduct to a whistleblower, or other person, due to a disclosure made under this whistleblower policy, and ensuring the implementation of appropriate safeguards;
      5. determining whether a disclosure under this whistleblower policy will be investigated, and the scope and conduct of that investigation;
      6. notifying HR in circumstances where, if the disclosure was proven, there could be disciplinary consequences for an employee of Patties Foods Group;
      7. where a whistleblower has consented to their identity being shared with the Whistleblower Officer, liaising with the whistleblower to obtain any necessary information, including any concerns the whistleblower holds in respect of victimisation or retaliation, and providing updates to the whistleblower on the management of their report.
   4. Whistleblower Officers are also Designated Disclosure Officers, who are authorised to receive disclosures from whistleblowers.
5. The Patties Foods Group’s Legal Counsel (including external legal counsel, where applicable) is, where requested by the Directors or Whistleblower Officer, responsible for the provision of legal advice to the Patties Foods Group in respect of any matters arising under this whistleblower policy.
6. Designated Disclosure Officers (see section 6.1 for the specific list of DDOs), are responsible for:
7. 1. Receiving disclosures from whistleblowers.
   2. Seeking to obtain further information from the whistleblower that:
   3. 1. where appropriate, assists Patties Foods Group investigate the disclosure effectively; and
      2. confirms whether the whistleblower holds any concern of victimisation or retaliation for themselves, or another person, due to making the report, and any assistance or support they may require.
   4. Subject to any permissions from the whistleblower, ensuring the whistleblower’s identity is kept confidential.
   5. Disclosing any conflict of interest they may have in respect of a disclosure.
   6. Ensuring whistleblowers have access to this whistleblower policy, is aware of the whistleblower protections in the Corporations Law or Tax Act as relevant, and the support available from Patties Foods Group.
   7. Explaining the next steps they will take in handling the disclosure, including:
   8. 1. registering the disclosure with the Whistleblower Officer (ensuring confidentiality of the whistleblower’s identity where consent to disclose their identity to the Whistleblower Officer has not been given by the whistleblower); and
      2. escalating the matter to Directors in appropriate cases.
8. An Investigator, appointed by the Whistleblower Officer/Legal Counsel, will have responsibility for:
9. 1. Conducting a:
   2. 1. confidential and privileged factual investigation of the disclosure for the purpose of providing the Patties Foods Group with legal advice; or
      2. conducting a confidential factual investigation of the disclosure, including gathering evidence, interviewing witnesses, communicating with the whistleblower where they have consented to providing their identity to the Investigator, seeking assistance from internal and external consultants, and providing an investigation report with the Investigators findings to the Directors or Whistleblower Officer.
10. The Chief Executive Officer and Chief Financial Officer have overall responsibility for any disciplinary process that is triggered by a disclosure under this whistleblower policy that, if established, leads to an allegation of misconduct or serious misconduct against an employee of Patties Foods Group, or where a report involves a personal work-related grievance (as defined in section 3.1).
11. The Group Financial Controller has responsibility for:
12. 1. Periodically reviewing that any recommendations made from investigations into disclosures made under this whistleblower policy are implemented by the Patties Foods Group as required.
    2. Analysing trends from, and matters reported in, disclosures and providing recommendations to the Directors on future audit activity by Patties Foods Group.
13. All employees of the Patties Foods Group are required, and all other persons eligible to make disclosures under this whistleblower policy are strongly encouraged, to report under this whistleblower policy if they reasonably suspect that conduct, or a state of affairs exists, in relation to the Patties Foods Group that is a Disclosable Matter.
14. All persons involved in whistleblowing disclosures or investigations are required to:
15. 1. Subject to a claim of privilege or self-incrimination, cooperate with an Investigator (see section 5.5), including by providing relevant documents and information or answering questions during the conduct of any investigation under this whistleblower policy.
    2. Strictly maintain the confidentiality of a whistleblower’s identity, whether they obtain that information directly or indirectly, in accordance with section 7.
    3. Refrain from committing, or threatening to commit, any act of detrimental conduct to a whistleblower, or any other person, because they believe or suspect that the whistleblower, or another person, has made, may have made, proposes to make, or could make a disclosure that qualifies for protection under the Corporations Law or Tax Act, in accordance with section 10.

How to make a whistleblowing disclosure?

6.1 Disclosable Matters should be reported to any member of ELT, or preferably one of the following persons who have been authorised by the Patties Foods Group’s Directors to receive disclosures, and trained about the operation of this policy (collectively, referred to as Designated Disclosure Officers): (a) Whistleblowing Officer (Patties Foods’ in house Legal Counsel); (b) Chief Financial Officer.

6.2 Whistleblowers can report Disclosable Matters to a Designated Disclosure Officer using the contact details below: (a) E: legal@patties.com.au; M: 0416 813 122 (b) E: shammer@patties.com.au; M: 0408 373 730 6.3 Wherever possible, to assist the Patties Foods Group handle a disclosure made under this whistleblower policy appropriately, the following information about a Disclosable Matter should be provided to the Designated Disclosure Officer in a clear and factual way: (a) The whistleblower’s full name, address and preferred contact details. While there is no requirement for a whistleblower to provide these details, and disclosures can be made anonymously (see section 6.5), if comfortable doing so this information greatly assists the Patties Foods Group to investigate the Disclosable Matter and provide the whistleblower with appropriate protections from any detrimental conduct. (b) The entity, division or department which the Disclosable Matter relates to. (c) The nature of the alleged wrongdoing including, where relevant, details of the person believed to have committed the wrongdoing, or is aware of, or involved in, the wrongdoing. (d) When and where the wrongdoing occurred. (e) Anyone else who may verify the claim, or possible witnesses. (f) If the whistleblower is concerned about any possible victimisation or acts of reprisal for reporting the matter, or have been subject to detrimental conduct for a previous report of a Disclosable Matter, and any assistance or support sought from Patties Foods Group. (g) Any supporting evidence (for instance, emails, documents, text messages, file notes, photos). 6.4 Whistleblowers can also report Disclosable Matters by: (a) Writing a report, preferably addressing the matters raised in section 6.3, and mailing it to Patties Foods Pty Ltd, PO Box 115, Dingley, 3172 – where it will be forwarded on to the Whistleblower Officer. (b) Where relevant, raising it directly with: (i) Patties Foods Group’s appointed auditor; (ii) ASIC Office of the Whistleblower; (iii) The Commissioner of Taxation (see Schedule 5 for contact details for entities listed above); or (iv) in limited circumstances involving an emergency or public interest disclosure (see Schedule 1), to the media or a Member of Parliament. 6.5 Anonymous Disclosures. Disclosures of Disclosable Matters can be made anonymously and still attract the protections offered under the Corporations Act, and a whistleblower may choose to remain anonymous, including during any investigation into the disclosure. If the disclosure is not made anonymously, or an anonymous whistleblower consents to limited disclosure of their identity (for instance, to the Whistleblower Officer and an Investigator), the Patties Foods Group will take all reasonable steps to ensure that the whistleblower’s identity remains confidential in accordance with section 7 and, where applicable, Schedule 1 or Schedule 2. A whistleblower who provides their identity when making a disclosure under this whistleblower policy: (a) Can expect the Patties Foods Group to provide the whistleblower with appropriate protection and support (see section 10). (b) Enables any Investigator appointed to investigate the matter with an opportunity to clarify or seek further information from the whistleblower. Without further information, the Patties Foods Group may be unable to investigate the report (see section 8). 7. Confidentiality of a whistleblower’s identity 7.1 Where a disclosure received under this whistleblower policy is: (a) A protected disclosure under the Corporations Law or the Tax Act, the confidentiality of a whistleblower’s identity is protected under the whistleblower protection regimes in those statutes, which include statutory sanctions and remedies where confidentiality is breached (see Schedule 1 and Schedule 2). (b) Not a protected disclosure under the Corporations Law or the Tax Act, including where the whistleblower is not an eligible whistleblower, the Patties Foods Group will use its best endeavours to not disclose the identity of the whistleblower, in accordance with this policy. 7.2 the Patties Foods Group will take the following steps to ensure the confidentiality of the identity of an eligible whistleblower’s identity: (a) The person receiving the disclosure will seek permission from the whistleblower to share their identity with the Whistleblower Officer, and a restricted number of persons who may be involved in managing or investigating the disclosure. Only the Whistleblowing Officer, and persons who have been both authorised by the whistleblower and are directly involved in handling and investigating the disclosure, will be made aware of the whistleblower’s identity (subject to the whistleblower’s consent) or information that is likely to lead to the identification of the whistleblower. (b) Where a whistleblower does not give their permission to share their identity, or share their identity with particular persons involved in managing or investigating the disclosure, for instance with an appointed Investigator, the person receiving the disclosure will disclose the information contained in the disclosure only if: (i) the information does not disclose the whistleblower’s identity; (ii) they have taken all reasonable steps to reduce the risk that the whistleblower will be identified from the information; and (iii) it is reasonably necessary for investigating the issues raised in the disclosure. (c) Information relating to the disclosure will be stored confidentially and securely and only available for access by the Whistleblower Officer and others involved in receiving, managing and investigating the disclosure. 7.3 Whistleblowers making a disclosure under this whistleblower policy should be aware that people may be able to guess or establish their identity where they: (a) Have mentioned to other people they are considering making a disclosure. (b) Have complained or raised concerns with other people about the subject matter of the disclosure. (c) Are one of a very small number of people with access to the information the subject of the disclosure. (d) Are disclosing information that has been told to them privately and in confidence. 8. Investigation of disclosures 8.1 After receiving a disclosure from a whistleblower under this whistleblower policy, the Designated Disclosure Officer will: (a) Take all reasonable steps to ensure the whistleblower’s identity is kept confidential, subject to any permissions given by the whistleblower (see section 7). (b) Notify the Whistleblower Officer or the Directors of the disclosure. In doing so, unless the whistleblower has given their consent to disclose their identity, the recipient will not disclose information contained in the whistleblower’s disclosure to the Whistleblower Officer or the Directors unless: (i) the information does not include the whistleblower’s identity; (ii) they have taken all reasonable steps to reduce the risk of the whistleblower being identified from the information (such as removing the whistleblower’s name, position title or number, and other identifying details); and (iii) it is reasonably necessary for investigating the issues raised in the disclosure. (c) Where the whistleblower has provided their contact details, update the whistleblower that the matter has been confidentially referred to the Whistleblower Officer or the Directors for assessment of next steps. 8.2 The Whistleblower Officer will, as soon as practicable, assess all matters notified to them under this whistleblower policy and: (a) Determine whether the disclosure: (i) falls within the scope of this whistleblower policy, or whether it is more appropriately managed under another workplace policy; (ii) triggers a requirement for the Patties Foods Group to seek legal advice in respect of its legal obligations, including the conduct of a factual investigation into the disclosure to assist in the provision of that advice; and (iii) should be investigated, and by whom. (b) Assess the risk of any detrimental conduct to the whistleblower, or any other person, because the disclosure has been made. (c) Determine whether the disclosure is sufficiently serious to notify: (i) the Directors; and (ii) in consultation with the Directors, an external entity including a regulator or law enforcement agency (the Whistleblower Officer may disclose the identity of a whistleblower to ASIC, or a member of the Australian Federal Police). 8.3 Where the Whistleblower Officer or Directors determine the matter should be investigated, the investigation process will depend on the nature of the matter being investigated, including that a factual investigation of the matter will be conducted under legal professional privilege to assist a legal practitioner to provide the Patties Foods Group with legal advice. 8.4 The object of an investigation into a disclosure is to determine whether there is enough evidence to substantiate or refute the matters reported. Where an investigation is deemed necessary, the Whistleblower Officer or Directors will either: (a) Determine the nature and scope of the investigation, including: (i) the person within or external to the Patties Foods Group who will lead the investigation; (ii) the nature of any technical, financial or specialist advice that may be required to support the investigation; (iii) the timeframe for the investigation; and (iv) where the whistleblower has provided their identity to the Whistleblower Officer, seeking consent for their identity to be revealed to the appointed Investigator. (b) Request the provision of confidential and privileged legal advice to Patties Foods Group, including the conduct of a factual investigation to support the provision of that advice, from a qualified legal practitioner. 8.5 Depending on the extent of the whistleblower’s consent to disclosing their identity, the Whistleblower Officer, Directors, appointed Investigator (including a legal adviser to Patties Foods Group), or the recipient of the disclosure may contact the whistleblower for further information. 8.6 If the disclosure was made anonymously, and the whistleblower: (a) Has not maintained two-way communication with Patties Foods Group, the assessment in section 8.2 or section Error! Reference source not found., and any decision to undertake an investigation, and the conduct of any investigation, will be based on the information provided by the whistleblower. (b) Has maintained two-way communication with Patties Foods Group, the whistleblower can refuse to answer questions they feel could reveal their identity at any time, including during any follow-up conversation about, or investigation into, the disclosure. 8.7 An Investigator appointed under section 8.4(a), will document the nature and scope of their investigation and findings in a report, maintaining confidentiality in accordance with section 7. The report will be provided to the Whistleblower Officer and/or the Directors who will provide feedback, where appropriate, to the whistleblower regarding the progress and outcome of, and actions arising from, any investigation. 8.8 The Patties Foods Group will ensure all records forming part of an investigation will be kept confidential and stored securely in accordance with Patties Foods Group’s confidentiality obligations under section 7, and the CA 2001 or TAA 1953 as appropriate (see Schedule 1 and Schedule 2). 9. Fair treatment of persons named in a disclosure 9.1 the Patties Foods Group will ensure the fair treatment of employees mentioned in a disclosure made under this whistleblower policy. the Patties Foods Group will: (a) To the extent that it is practical and appropriate in the circumstances, handle all disclosures confidentially. (b) Assess each disclosure on its merits and investigate as appropriate, in accordance with section 7. (c) Advise an employee who is the subject of a disclosure as and when required by principles of natural justice and procedural fairness, and where appropriate having regard to the nature of the disclosure, prior to: (i) any external actions being taken, such as referring the disclosure to a regulator or law enforcement agency; and (ii) commencing a formal investigation. (d) Advise when conduct raised in a disclosure, if proven, could lead to allegations of misconduct being made against an employee the subject of a disclosure, leading to possible disciplinary consequences, including termination of employment. (e) Provide details of the persons who can be contacted with issues, queries and concerns, in accordance with section Error! Reference source not found.. (f) Advise the outcome of any investigation into the disclosure, in accordance with section 7, however, will not provide a copy of the investigation report or associated material. 10. Protection against detrimental conduct 10.1 A person cannot: (a) Engage in conduct that causes detriment to a whistleblower, or another person, if: (i) the person believes or suspects that the whistleblower (or another person) made, may have made, proposes to make, or could make, a disclosure that qualifies for protection under the Corporations Law or Tax Act (see Schedule 1 and Schedule 2); and (ii) the belief or suspicion is the reason, or part of the reason, for the conduct. (b) Threaten to cause detriment to a whistleblower (or another person) in relation to a disclosure that qualifies for protection under the Corporations Law or Tax Act (see Schedule 1 and Schedule 2). A threat may be implied, or conditional, or unconditional. 10.2 Examples of detrimental conduct might include: (a) Dismissal of an employee. (b) Injury of an employee in their employment. (c) Alteration of an employee’s position or duties to their disadvantage. (d) Discrimination between an employee and another employee of the same employer. (e) Harassment or intimidation of a person. (f) Harm or injury to a person, including psychological harm. (g) Damage to a person’s property. (h) Damage to a person’s reputation. (i) Damage to a person’s business or financial position. (j) Any other damage to a person. 10.3 As soon as possible after receiving notification of a disclosure under this whistleblower policy, the Whistleblower Officer will assess the risk of detriment to the whistleblower, or another person, arising from the disclosure. 10.4 Reasonable management and administrative action conducted in a reasonable manner by the Patties Foods Group will not constitute detrimental conduct against a whistleblower or another person, including (but not limited to): (a) Management or administrative action taken to protect the whistleblower or another person from detriment (b) Performance management or disciplinary processes conducted in accordance with Patties Foods Group’s disciplinary Policy. 10.5 A whistleblower, or other person, who believes they have suffered detriment in the circumstances described in section 10.1 should do any of the following: (a) Report their concern in accordance with the reporting procedures identified in section 2. (b) Seek guidance and support from the Whistleblower Officer. (c) Seek independent legal advice. 10.6 A whistleblower who has suffered loss because of making a whistleblowing disclosure may be able to seek compensation and other remedies through the courts. 11. Other protections available to whistleblowers 11.1 Where an eligible whistleblower makes a disclosure that qualifies for protection under the Corporations Law or Tax Act (see Schedule 1 and Schedule 2), the whistleblower is protected from any of the following in relation to the disclosure: (a) Civil liability (for instance, legal action against the whistleblower for breach of an employment contract, duty of confidentiality or another contractual obligation). (b) Criminal liability (for instance, the attempted prosecution of the whistleblower for unlawfully releasing information, or other use of the disclosure against the whistleblower in a prosecution, other than making a false disclosure). (c) Administrative liability (for instance, disciplinary action for making the disclosure). 11.2 The protections available to whistleblowers who make a disclosure qualifying for protection under the Corporations Law and the Tax Act do not, however, grant the whistleblower immunity for any misconduct the whistleblower has engaged in that is revealed in their disclosure. 11.3 Whistleblowers may also have access to other statutory protections under anti-discrimination and equal opportunity legislation, and the Fair Work Act 2009 (Cth), or under the common law and their contracts of employment or engagement with Patties Foods Group. 11.4 Provided the disclosure was made with reasonable grounds, Whistleblowers can still qualify for various protections set out in this policy even if their disclosure turns out to be incorrect. 12. Breaches of this whistleblower policy 12.1 Any employee who breaches this whistleblower policy, including breaching an obligation to keep a whistleblower’s identity confidential, refusing to participate or cooperate with an investigation into a whistleblower disclosure, or engaging in detrimental conduct against a whistleblower or another person, may face a disciplinary process in accordance with the Patties Foods Group disciplinary policy, which could result in the termination of their employment. 12.2 The Patties Foods Group may terminate its relationship with other individuals and entities providing goods or services to the Patties Foods Group if they breach this whistleblower policy. 13. Communication and awareness of this whistleblower policy 13.1 The Patties Foods Group will make this whistleblower policy available to all officers and employees of Patties Foods Group. 13.2 The Whistleblower Officer will have day-to-day responsibility for ensuring the whistleblower policy is widely disseminated throughout Patties Foods Group, including by: (a) Making the whistleblower policy available on Patties Foods Group’s staff intranet. (b) Facilitating staff briefing sessions to educate and train on the whistleblower policy. (c) Posting information regarding the whistleblower policy, and where to access a full copy of the whistleblower policy, on staff noticeboards. (d) Including the whistleblower policy in Patties Foods Group’s staff handbook. (e) Incorporating the whistleblower policy in employee and contractor induction packs and training for new starters (whether engaged as an employee or contractor). 13.3 The Whistleblower Officer will have responsibility for training: (a) Designated Disclosure Officers in Patties Foods Group’s processes and procedures for receiving and handling disclosures, as well as training in their obligations for maintaining confidentiality in respect of a disclosure, and the prohibitions against detrimental conduct. (b) Line managers and supervisors in how to appropriately support a whistleblower, and Patties Foods Group’s processes and procedures for receiving disclosures. (c) Facilitating specialist training for other persons with responsibilities under this whistleblower policy. Schedule 1 When does a disclosure qualify for protection under the Corporations Law, and what protections and immunities are available? 1. Disclosures qualifying for protection under the Corporations Law 1.1 Eligible whistleblowers may be able to obtain certain statutory protections and immunities where they make a disclosure that qualifies for protection under Part 9.4AAA of the Corporations Law. 1.2 This Schedule 1 provides an overview of the requirements that must be met for a disclosure of information to qualify for protection under Part 9.4AAA of the Corporations Law. To avoid doubt, although many of the protections and immunities are mirrored in this whistleblower policy, the protections in Part 9.4AAA of the Corporations Law are in addition to protections and immunities specified in this whistleblower policy. 1.3 This Schedule 1 is intended for information purposes only and should not be taken as the provision of legal advice in respect of the operation and application of the whistleblower regime in Part 9.4AAA of the Corporations Law. Legal advice should be obtained from an independent legal practitioner. 2. Conditions that must be met for a disclosure to qualify for protection under the Corporations Law 2.1 The information disclosed relates to a regulated entity, a term defined by the Corporations Law that includes a company and constitutional corporation such as Patties Foods Group. 2.2 The whistleblower making the disclosure is an eligible whistleblower, defined in the Corporations Law as an individual who is, or has been, any of the following: (a) An officer or employee of the regulated entity. (b) An individual who supplies services or goods to the regulated entity, or the employee of a person who supplies services or goods to the regulated entity. (c) An individual who is an associated of the regulated entity. (d) A relative or dependant of an individual referred to in paragraph Schedule 12.2(a) to paragraph Schedule 12.2(c) of this Schedule 1, or the spouse of a dependant of an individual referred to above. 2.3 The disclosure is made to a person who is eligible to receive a disclosure under Part 9.4AAA of the Corporations Law, which includes: (a) A person authorised by a regulated entity to receive a disclosure, which for the Patties Foods Group are ELT and the Designated Disclosure Officers identified in section 6). (b) ASIC (or if applicable, APRA). (c) An appointed auditor of a regulated entity, which for the Patties Foods Group is the entity identified in section 6.4(b)(i). (d) In limited circumstances, to a journalist or a member of a federal, state or territory Parliament (see paragraph 3.1 of this Schedule 1). 2.4 Subject to paragraph 2.5 of this Schedule 1, the disclosure is about matters the eligible whistleblower has reasonable grounds to suspect may concern the following conduct by the regulated entity (these matters are described in section 2 as Disclosable Matters): (a) Misconduct or an improper state of affairs or circumstances in relation to the regulated entity (or a related body corporate). (b) Conduct that constitutes an offence against, or contravention of, a law administered by ASIC or APRA (see Schedule 3 for an outline of the laws administered by ASIC or APRA). (c) Conduct that constitutes an offence against another law of the Commonwealth punishable by more than 12 months imprisonment. (d) Conduct that is a danger to the public or the financial system. 2.5 The disclosure is not a personal work-related grievance, being a disclosure of information concerning a grievance about any matter in relation to the eligible whistleblower’s employment, or former employment, or having (or tending to have) implications for the whistleblower personally. However, a personal work-related grievance will be disclosure qualifying for protection under Part 9.4AAA of the Corporations Law if it either: (a) Has significant implications for the regulated entity to which it relates, or wider ramifications than those that are personal to the whistleblower. (b) Relates to a grievance by the eligible whistleblower about detrimental conduct suffered or threatened due to a person believing or suspecting that a disclosure qualifying for protection under Part 9.4AAA of the Corporations Law has been made, may be made, is proposed to be made, or could be made. 2.6 A disclosure that meets the conditions in paragraph 2.1 to paragraph 2.5 of this Schedule 1 is referred to as a qualifying disclosure. 3. Other disclosures that qualify for protection under the Corporations Law 3.1 There are two further categories of disclosure that may also be protected under Part 9.4AAA of the Corporations Law: (a) In extreme cases, where an eligible whistleblower makes a disclosure to the media or a Member of Parliament. To be protected, the whistleblower must already have made a qualifying disclosure (see paragraph 2.6 of this Schedule 1), certain written notifications in respect of that qualifying disclosure must have been made by the eligible whistleblower to the body that received it, including a 90 day waiting period, and either: (i) the disclosure was in respect of a substantial and imminent danger to someone’s health and safety, or the natural environment; or ii) disclosing the information was in the public interest.3 (b) If the whistleblower makes a disclosure of information to a legal practitioner for the purpose of obtaining legal advice or legal representation in relation to the operation of the whistleblower regime found in Part 9.4AAA of the Corporations Law. This category does not carry any of the requirements of the disclosure to be a qualifying disclosure (see paragraph 2.6 of this Schedule 1). 3.2 A disclosure that meets the conditions in paragraph 3.1 of this Schedule 1 is referred to as a protected disclosure. 4. Protections and immunities available where a qualifying or protected disclosure is made under the Corporations Law Where a qualifying or protected disclosure is made (see paragraph 2.6 and paragraph 3.2 of this Schedule 1), Part 9.4AAA of the Corporations Law provides the following protections and immunities: (a) Protection of a whistleblower’s identity (see paragraph 5 of this Schedule 1). (b) Protecting a whistleblower, or other person, from a range of detrimental conduct (often referred to as victimisation or retaliation) because another person believes or suspects that a qualifying or protected disclosure has been made, may be made, is proposed to be made, or could be made (see paragraph 6 of this Schedule 1). (c) Providing a whistleblower with a range of legal immunities for making a qualifying or protected disclosure. 5. Protection of the Eligible Whistleblower’s identity 5.1 Part 9.4AAA of the Corporations Law contains a number of provisions to protect the identity of a whistleblower who has made a qualifying or protected disclosure by: (a) Allowing for whistleblowers to make anonymous disclosures. (b) Subject to a handful of exceptions that authorise the disclosure of a whistleblower’s identity (including with the whistleblower’s consent or to a relevant regulator or the Australian Federal Police, or to a lawyer for the purpose of obtaining advice about the operation of Part 9.4AAA of the Corporations Law), making it a criminal and civil penalty offence for a person to whom a qualifying or protected disclosure is made, or any other person who has obtained the information directly or indirectly, to disclose: (i) the identity of the whistleblower; or (ii) information that is likely to lead to the identification of the whistleblower. (c) Prohibiting the disclosure of a whistleblower’s identity by the recipient of a qualifying or protected disclosure to a court or tribunal. It is not an offence for a person to disclose information regarding a qualifying or protected disclosure without revealing the identity of the whistleblower. 6. Protection against detrimental conduct 6.1 Part 9.4AAA of the Corporations Law protects persons from detrimental conduct when a qualifying or protected disclosure has been made, is believed or suspected to have been made, or could be made, and includes significant criminal and civil sanctions to perpetrators should such actions occur. 6.2 Detrimental conduct is defined broadly and includes conduct (without limitation) such as: (a) Dismissal of an employee. (b) Injury of an employee in their employment. (c) Alteration of an employee’s position or duties to their disadvantage. (d) Discrimination between an employee and other employees of the same employer. (e) Harassment or intimidation of a person. (f) Harm or injury to a person, including psychological harm. (g) Damage to a person’s property. (h) Damage to a person’s reputation. (i) Damage to a person’s business or financial position. (j) Any other damage to a person. 6.3 It is both a criminal and civil penalty offence to engage in detrimental conduct due to a belief or suspicion that a qualifying or protected disclosure has been made, is believed to have been made, or could be made. Features common to both sanctions include: (a) A protection against detrimental conduct (see paragraph 6.2 of this Schedule 1). (b) The victim protected may be a whistleblower or may be another person who has suffered damage because of a victimiser’s conduct. (c) Threats of detrimental conduct can be express or implied, conditional or unconditional. 7. Immunities Where a qualifying of protected disclosure is made, the whistleblower is granted certain immunities from liability, including: (a) The whistleblower is not subject to civil, criminal or administrative liability. (b) No contractual or other remedy may be enforced against the whistleblower. (c) Information disclosed by the whistleblower is not admissible against them, other than in proceedings concerning the falsity of the information provided. Schedule 2 When does a disclosure qualify for protection under the Tax Act, and what protections and immunities are available? 1. Disclosures qualifying for protection under the Tax Act 1.1 Eligible whistleblowers may be able to obtain certain statutory protections and immunities where they make a disclosure that qualifies for protection under Part IVD of the Tax Act. 1.2 This Schedule 2 provides an overview of the requirements that must be met for a disclosure of information to qualify for protection under Part IVD of the Tax Act. To avoid doubt, although many of the protections and immunities are mirrored in this whistleblower policy, the protections in Part IVD of the Tax Act are in addition to protections and immunities specified in this whistleblower policy. 1.3 This Schedule 2 is intended for information purposes only and should not be taken as the provision of legal advice in respect of the operation and application of the whistleblower regime in Part IVD of the Tax Act. Legal advice should be obtained from an independent legal practitioner. 2. Conditions that must be met for a disclosure to qualify for protection under the Tax Act when made to an eligible recipient 2.1 The information disclosed relates to an entity, a term defined in the Tax Act that includes a company, such as Patties Foods Group. 2.2 The whistleblower making the disclosure is an eligible whistleblower, defined in the Tax Act as an individual who is, or has been, any of the following: (a) An officer (as defined in the Corporations Law) or employee of the entity. (b) An individual who supplies services or goods to the entity, or the employee of a person who supplies services or goods to the entity. (c) An individual who is an associate (as defined in the Income Tax Assessment Act 1936) of the regulated entity. (d) A spouse, or child of an individual referred to in paragraph Schedule 22.2(a) to paragraph Schedule 22.2(c) of this Schedule 2, or a dependant of an individual referred to above or such an individual’s spouse. 2.3 The disclosure is made to a person eligible to receive a qualifying disclosure under Part IVD of the Tax Act, which includes: (a) An eligible recipient of the entity, which is: (i) a person authorised by the entity to receive disclosures that may qualify for protection under Part IVD of the Tax Act, which for the Patties Foods Group are the Designated Disclosure Officers[ and external hotline provider] identified in section 6); (ii) a director, secretary or senior manager of the entity; (iii) any other employee or officer of the entity who has functions or duties that relate to the tax affairs of the entity, who for the Patties Foods Group are the persons specified in section Error! Reference source not found.. (iv) any auditor of the entity, or a member of an audit team conducting an audit of the entity or a related body corporate; or (v) a registered tax agent or BAS agent to the entity. (b) The Commissioner of Taxation. 2.4 Where the disclosure of information by an eligible whistleblower is: (a) Made to the Commissioner of Taxation, and the eligible whistleblower considers that the information may assist the Commissioner to perform their functions or duties under a taxation law (as defined in the Income Tax Assessment Act 1997 (Cth)) in relation to the entity or an associated of the entity. (b) Made to an eligible recipient of the entity, and the eligible whistleblower: (i) has reasonable grounds to suspect the information indicates misconduct, or an improper state of affairs or circumstances, in relation to the tax affairs of the entity or an associated of the entity; and (ii) considers the information may assist the eligible recipient to perform functions or duties in relation to the tax affairs of the entity or an associated of the entity. 2.5 A disclosure of information may also qualify for protection under Part IVD of the Tax Act if the disclosure of information by an individual is made to a legal practitioner for the purpose of obtaining legal advice or representation in relation to the operation of Part IVD of the Tax Act. 2.6 A disclosure that meets all of the requirements in paragraph 2.1 to paragraph 2.4 of this Schedule 2, as well as the disclosure in paragraph 2.5 of this Schedule 2, is referred to as a qualifying disclosure. 3. Protections and immunities available when a qualifying disclosure is made under the Tax Act Where a qualifying disclosure is made (see paragraph 2.6 of this Schedule 2), Part IVD of the Tax Act provides the following protections and immunities: (a) Protection of a whistleblower’s identity (see paragraph 4 of this Schedule 2). (b) Protecting a whistleblower, or other person, from a range of detrimental conduct (often referred to as victimisation or retaliation) because another person believes or suspects that a qualifying or protected disclosure has been made, may be made, is proposed to be made, or could be made (see paragraph 5 of this Schedule 2). (c) Providing a whistleblower with a range of legal immunities for making a qualifying or protected disclosure (see paragraph 6 of this Schedule 2). 4. Protection of the eligible whistleblower’s identity 4.1 Part IVD of the Tax Act contains a number of provisions to protect the identity of a whistleblower who has made a qualifying disclosure by: (a) Allowing for whistleblowers to make anonymous disclosures. (b) Subject to a handful of exceptions that authorise the disclosure of a whistleblower’s identity (including with the whistleblower’s consent or to the Commissioner of Taxation or the Australian Federal Police, or to a lawyer for the purpose of obtaining advice about the operation of Part IVD of the Tax Act), making it a criminal offence for a person to whom a qualifying disclosure is made, or any other person who has obtained the information directly or indirectly, to disclose any of the following: (i) the identity of the whistleblower; and (ii) information that is likely to lead to the identification of the whistleblower. (c) Prohibiting the disclosure of a whistleblower’s identity by the recipient of a qualifying disclosure to a court or tribunal. 4.2 It is not an offence for a person to disclose information regarding a qualifying disclosure without revealing the identity of the whistleblower. 5. Protection from detrimental conduct 5.1 Part IVD of the Tax Act protects persons from detrimental conduct when a qualifying disclosure has been made, is believed or suspected to have been made, or could be made, and includes significant criminal and civil sanctions to perpetrators should such actions occur. 5.2 Detrimental conduct is defined broadly and includes conduct (without limitation) such as: (a) Dismissal of an employee. (b) Injury of an employee in their employment. (c) Alteration of an employee’s position or duties to their disadvantage. (d) Discrimination between an employee and other employees of the same employer. (e) Harassment or intimidation of a person. (f) Harm or injury to a person, including psychological harm. (g) Damage to a person’s property. (h) Damage to a person’s reputation. (i) Damage to a person’s business or financial position. (j) Any other damage to a person. 5.3 It is both a criminal and civil penalty offence to engage detrimental conduct due to a belief or suspicion that a disclosure has been made, is believed to have been made, or could be made. Features common to both sanctions include: 6. Protection of the eligible whistleblower’s identity 6.1 Part IVD of the Tax Act contains a number of provisions to protect the identity of a whistleblower who has made a qualifying disclosure by: (a) Allowing for whistleblowers to make anonymous disclosures. (b) Subject to a handful of exceptions that authorise the disclosure of a whistleblower’s identity (including with the whistleblower’s consent or to the Commissioner of Taxation or the Australian Federal Police, or to a lawyer for the purpose of obtaining advice about the operation of Part IVD of the Tax Act), making it a criminal offence for a person to whom a qualifying disclosure is made, or any other person who has obtained the information directly or indirectly, to disclose any of the following: (i) the identity of the whistleblower; and (ii) information that is likely to lead to the identification of the whistleblower. (c) Prohibiting the disclosure of a whistleblower’s identity by the recipient of a qualifying disclosure to a court or tribunal. 6.2 It is not an offence for a person to disclose information regarding a qualifying disclosure without revealing the identity of the whistleblower. 7. Protection from detrimental conduct 7.1 Part IVD of the Tax Act protects persons from detrimental conduct when a qualifying disclosure has been made, is believed or suspected to have been made, or could be made, and includes significant criminal and civil sanctions to perpetrators should such actions occur. 7.2 Detrimental conduct is defined broadly and includes conduct (without limitation) such as: (a) Dismissal of an employee. (b) Injury of an employee in their employment. (c) Alteration of an employee’s position or duties to their disadvantage. (d) Discrimination between an employee and other employees of the same employer. (e) Harassment or intimidation of a person. (f) Harm or injury to a person, including psychological harm. (g) Damage to a person’s property. (h) Damage to a person’s reputation. (i) Damage to a person’s business or financial position. (j) Any other damage to a person. Schedule 3 Statutes a whistleblower may suspect have been contravened for the purpose of a Disclosable Matter 1. For the purpose of section 2.1(c), the laws are the: • Corporations Law. • Australian Securities and Investments Commission Act 2001 (Cth). • Banking Act 1959 (Cth). • Financial Sector (Collection of Data) Act 2001 (Cth). • Insurance Act 1973 (Cth). • Life Insurance Act 1995 (Cth). • National Consumer Credit Protection Act 2009 (Cth). • Superannuation Industry (Supervision) Act 1993 (Cth). • An instrument made under any of the Acts in this Schedule 3. Schedule 4 Contact details for external recipients of disclosures that do not relate to the tax affairs of Patties Foods Group 1. Australian Securities and Investment Commission (ASIC) 1.1 ASIC Office of the Whistleblower (a) Address: GPO BOX 9827, Brisbane QLD 4001. (b) Website: https://asic.gov.au (c) Telephone: 1300 300 630 Schedule 5 Contact details for external recipients of disclosure that relate to the tax affairs of Patties Foods Group 1. The Commissioner of Taxation Commissioner of Taxation (a) Address: PO Box 900, Civic Square ACT 2608. (b) Website: https://ato.gov.au (c) Telephone: 13 28 69.