1. About this policy

1.1 What does this policy do?

This policy outlines:

• How Little Real Estate Pty Ltd (LRE) will deal with 'whistleblowing disclosures'; and
• What protections it offers eligible 'whistleblowers'.

1.2 Outline of this policy and how it works

LRE wants to hear from you if:

• You are an eligible 'whistleblower' (see part 2 of this policy, below); and
• You make a 'whistleblowing disclosure' by disclosing information.

This policy available to LRE's officers and employees via the company intranet. Eligible whistleblowers who are not officers or employees (see part 2) can access this policy via LRE's website https://www.littlerealestate.com.au/.

1.3 What can change?

LRE may vary this policy from time to time. It is not (and is not intended to be) contractual in nature, but you may need to comply with this policy as an employee or contractor of LRE if you want to secure the protections that LRE may make available to you.

It may be appropriate for LRE to depart from this policy where warranted in serious circumstances (such as, if there is a risk to a person's life or safety). You agree to adopt the policy as in place at the time of a protected disclosure.

2 Who can make a whistleblowing disclosure?

You are eligible to make a whistleblowing disclosure under the Corps Act if you are:

• An officer or employee of LRE;
• A supplier of goods or services to LRE (including on an unpaid basis);
• An employee of a supplier of goods or services to LRE;
• A director or secretary of any of LRE's related bodies corporate (i.e. a member of the group); or
• A relative or dependant of any person in this list (above).

You are also eligible to make a whistleblowing disclosure under the Corps Act if you were any person in the list set out above, but are no longer in that role.

3 What is a 'whistleblowing disclosure'?

3.1 Whistleblowing disclosures – Corps Act

You may make a 'whistleblowing disclosure' under the Corps Act if, subject to part 3.2:

• You have reasonable grounds to suspect that you have information which indicates misconduct in relation to LRE or a related body corporate; or
• You have reasonable grounds to suspect that you have information about an improper state of affairs or circumstances in relation to LRE or a related body corporate.

Consider the following examples. Subject to part 3.2, you might be able make a whistleblowing disclosure under the Corps Act if:

• You have reasonable grounds to suspect that you have information that indicates that LRE (or a group company, or any officer or employee of any of them) has engaged in conduct that constitutes an offence under, or contravention of:

            o the Australian Securities and Investments Commission Act 2001;
            o the Banking Act 1959;
            o the Corporations Act 2001;
            o the Financial Sector (Collection of Data) Act 2001;
            o the Insurance Act 1995;
            o the Life Insurance Act 1995;
            o the National Consumer Credit Protection Act 2009; or 
            o the Superannuation Industry (Supervision Act) 1993;

• You have reasonable grounds to suspect that you have information that indicates that LRE (or a group company, or any officer or employee of any of them) has engaged in conduct that constitutes an offence against any other Commonwealth law punishable by at least 12 months' imprisonment; or
• You have reasonable grounds to suspect that you have information that indicates that LRE (or a group company, or any officer or employee of any of them) has engaged in conduct that represents a danger to the public or the financial system. 

3.2 Personal work-related grievances

General position – what's out?

A 'personal work-related grievance' is a complaint or dispute to do with your employment (or previous employment) with LRE, which has implications for you personally. For example, a personal work-related grievance may include:

• An interpersonal conflict between you and another employee; or
• Dissatisfaction about a decision relating to your employment (such as a decision about transfer or promotion, the terms of your employment, discipline or termination).

Unless the following exception applies, these sorts or personal work-related grievances will not amount to a whistleblowing disclosure and will not attract any protection.

Exception – what's in?

A personal work-related grievance is not a whistleblowing disclosure, and cannot give you whistleblower protection, unless:

• Your personal work-related grievance has significant implications for LRE that do not relate to you; and
• Your personal work-related grievance concerns:

            o Any conduct (or alleged conduct) referred to in part 3.1 (above); or
            o Any victimisation or threatened victimisation of you, as outlined in part 6.3 below.

3.3 What does that mean?

Our Grievance Policy may be the most helpful first port of call if you have a personal work-related grievance. You can contact a member of the HR Team to discuss that policy and any personal work-related grievance you may have.

If your complaint or dispute has implications for you personally or your employment, you should not expect LRE to give you whistleblower protection unless your complaint or dispute concerns victimisation or other relevant conduct and has significant implications for LRE that do not relate to you. LRE will still want to hear from you about your complaint or dispute, but it will not treat it as a protected whistleblower disclosure.

On the other hand, if you have a work-related grievance which is a whistleblowing disclosure because it satisfies the exception in part 3.2, this policy may help you.

4 Making a disclosure – Corps Act

4.1 Making a whistleblowing disclosure to LRE

You can make a whistleblowing disclosure under the Corps Act by contacting any of the following Contact Officers:

An officer or senior manager at LRE (or a related body corporate), and if you choose to make a whistleblowing disclosure to a LRE officer or senior manager, please contact:

Name:               Andy Gooden (CEO)

Telephone:        03 8809 5540

Email:               [email protected]

or

Name:               Rebecca Kerr (CFO)

Telephone:        03 9514 8885

Email:               [email protected]

or

LRE's auditor (or a member of the audit team) or actuary, and if you choose to make a whistleblowing disclosure to LRE's auditor (or a member of the audit team) or actuary, please contact:

Name:               Billy Chan

Organisation:     RSM Australia Pty Ltd

Telephone:        03 9286 8261

Email:               [email protected]

You can make a whistleblowing disclosure to any Contact Officer in person, by post, by telephone or by email (using their details above). You should ensure that any email or correspondence that you send to a Contact Officer is marked Strictly Confidential. In the event that a disclosure is made to the auditor they may refer the matter to the investigator or the person in the role of Little Group General Manager - Operations and Finance.

4.2 Steps to help LRE identify and act on a whistleblowing disclosure

Please copy your confidential email to one of the Contact Officers identified in part 4.1 and tell us it's a whistleblowing disclosure.

You are not obliged to make a whistleblowing disclosure to any particular Contact Officer within LRE and you are not obliged to raise it in any particular way.

However you choose to make a whistleblowing disclosure, if you intend to make a whistleblowing disclosure we ask that you please:

• Report it to one of the persons identified in part 4.1; and
• Include in your statement or email / letter:

            I am seeking to make a whistleblowing disclosure.

While it might seem obvious, these simple steps will to help LRE to:

• Identify your concern as a whistleblowing disclosure;
• Act on, your disclosure promptly; and
• Trigger the protections that are available for a whistleblowing disclosure.

Of course, you should not make a whistleblowing disclosure to a Contact Officer if your allegations involve that person. In that case, please contact a different Contact Officer.

4.3 External disclosures

If you do not want to contact LRE, you can contact the Australian Securities and Investment Commission (ASIC) or the Australian Prudential Regulation Authority (APRA) to make a whistleblowing disclosure, and you should refer to their policy about how the disclosure will be managed.

Public interest and emergency disclosures (for example to a Member of Parliament or journalist) may not be protected unless made in the specific circumstances set out in the legislation.

A whistleblower may disclose the information to a legal practitioner for the purpose of obtaining legal advice/representation in relation to the operation of the legislation.

4.4 Should you make a disclosure anonymously or identify yourself?

You can make a whistleblowing disclosure to LRE (or a related body corporate) anonymously or through a pseudonym.

You should be aware however that if you choose to remain anonymous, that might make it more difficult for LRE to:

• Assess and investigate your disclosure; or
• Provide you with relevant protections (see part 6 below).

If you choose to identify yourself, the Contact Officer is generally required to keep your identity confidential (see point 6.1 below). 

4.5 What information would we like you to include in a whistleblowing disclosure?

If you make a whistleblowing disclosure, we would like you to please provide reasonable details to assist the Contact Officer to determine the best course of action.  Reasonable details might include:

• When and where the relevant events occurred (e.g. dates, times and location);
• Details of anyone involved; and
• Supporting information (e.g. documents, file notes, emails, photographs).

Please state expressly whether you give the Contact Officer permission to disclose your identity to the investigator, so the investigator can contact you to obtain further information if required.

5 Assessment and Investigation

5.1 Initial assessment of your disclosure

The Executive General Manager – HR & Operational Excellence (Investigator) will conduct a preliminary assessment, to determine whether your disclosure requires further investigation. 

If you have identified yourself to the Contact Officer and given the Contact Officer permission to disclose your identity to the investigator, then the investigator may contact you to obtain further information. If your whistleblowing disclosure concerns the investigator, LRE's Manager – Operational Risk and Compliance will carry out this assessment.

If you have not identified yourself to the Contact Officer or have not given permission to disclose your identity, the Contact Officer will undertake a preliminary assessment.

5.2 Investigation

LRE may carry out an investigation, and may appoint an external or internal investigator to carry out any investigation.

However, LRE will not carry out an investigation unless:

• The investigator is satisfied that there is objective evidence to support the allegations; or
• The investigator has a reasonable suspicion that they may be able to obtain objective evidence to support the allegations through further investigation.

If LRE decides to conduct an investigation, the investigator it appoints will determine whether the information in the disclosure is proven on the balance of probabilities (i.e. it is more likely than not that the alleged conduct has occurred).

A formal investigation might involve third parties such as lawyers, accountants, consultants or specialist forensic investigators. Relevant evidence will be collected, which may include interviewing witnesses and gathering documents. LRE may ask for your consent for the appointed investigator to contact you in order to gather relevant information.

Options for outcomes

If the whistleblowing disclosures are proven, the investigator will report the outcome of the investigation to the appropriate decision-maker for further action (subject to any concerns about revealing your identity). Where appropriate, the whistleblower will be advised of the outcome.

If the whistleblowing disclosures are not proven, but there is evidence of other inappropriate conduct, the matter might be referred to the HR Team.  For example, if there is evidence of a breach of an employment policy.

If the whistleblowing disclosures are not proven, and there is no evidence of other inappropriate conduct, no further action will be taken and the whistleblower will be advised accordingly, provided that the whistleblowing disclosure was not made anonymously.

If a whistleblower is eligible to be informed about the outcome of the investigation and is not satisfied, the whistleblower can ask the Chief Executive Officer to review the outcome of the investigation. If the whistleblowing disclosure was about Chief Executive Officer, the Little Group General Manager - Operations and Finance or the Little Group Chief Investment Officer may undertake a review.

6 Protections

6.1 Protection of identity and confidentiality

(a) If you have made a whistleblowing disclosure anonymously

As set out in part 4.4, you can make a whistleblowing disclosure anonymously, but doing so might make it more difficult for LRE to:

• Assess and investigate your disclosure; or
• Provide you with relevant protections.

It's your decision.

(b) If you have elected to identify yourself

If you have chosen to reveal your identity when making a whistleblowing disclosure, LRE may ask you to consent to LRE disclosing:

• Your identity; and/or
• Information that might lead to your identification, for example, if we consider that it would assist an investigation.

(c) If you do not consent

If you choose not to give consent:

• The person who knows your identity is permitted to disclose your identity only:

            o To ASIC, APRA (or to the Commissioner of Taxation (Commissioner) in relation to a tax matter referred to in part 7) or the Australian Federal Police; 
            o To a legal practitioner to obtain advice; or
            o In limited circumstances required by law, for example, where ordered by a Court in legal proceedings; 

• LRE will take reasonable steps to make all Contact Officers aware that:

            o They cannot disclose your identity, even to another Contact Officer; and
            o They need to keep any notes, records or information about your whistleblowing disclosure secure, in accordance with part 6.2 below;

• LRE may disclose any information (other than your identity) that aids its investigation, so long as:

            o LRE considers that the information in question aids its investigation but does not reveal your identity; and
            o LRE takes all steps it deems reasonable or helpful to reduce the risk that you will be identified as a result of disclosing that information; and

• Your decision may make it more difficult in practice for LRE to investigate your whistleblowing disclosure effectively, or prevent LRE from completing such an investigation.

6.2 Protection of files and records

To maintain their confidentiality, LRE will keep secure all records that are created in the course of an investigation and, once an investigation is complete, HR Team will store all such records securely.

If you have not consented to your identity being revealed (see part 6.1 above): the Contact Officer to whom you made your disclosure will retain LRE's records; and

•  That Contact Officer can disclose relevant records to only the persons identified in part 6.1 above.

6.3 No victimisation

'Victimisation' is subjecting a person to a detriment as a result of:

• Making a whistleblowing disclosure; or
• A belief or suspicion that the person has made, or will make, a whistleblowing disclosure.

For example, it can include harassment or intimidation, termination of employment, injury in employment, physical violence, psychological harm, and/or damage to reputation or property.

Victimisation is strictly prohibited.You should inform a Contact Officer immediately if you feel that you are being subjected to victimisation, or any threat of victimisation, so that LRE can take reasonable steps to investigate and, as appropriate, support and protect you.

Reasonable steps may include taking disciplinary action against another person, up to and including termination of employment, if the person you allege is victimising you is an employee, subject to the need to treat them fairly (see part 6.4 below).

If you raise a concern about someone victimising you and that person is not an employee, LRE will assess, on a case by case basis, the appropriate reasonable steps it may need to take. 

6.4 Protecting employees

Employees mentioned in a whistleblowing disclosure, or to whom a disclosure relates, also need to be treated fairly.

LRE aims not to make any decision about any allegation against any employee without a proper investigation, and to keep confidential their involvement in any investigation or allegation except to the extent necessary to conduct an investigation or implement any outcome.

6.5 Protections under the Legislation

A whistleblower has additional protections under legislation. To summarise:

• A whistleblower is not subject to any civil, criminal or administrative liability (including disciplinary action) for making a whistleblowing disclosure.
• No contractual or other remedy can be enforced, and no contractual or other right can be exercised against a whistleblower on the basis of a whistleblowing disclosure.

• If:

            o The disclosure is made to ASIC, APRA (or to the Commissioner in relation to a tax matter referred to in part 7); or 
            o The disclosure is a public interest/emergency disclosure, 

then the information is not admissible in criminal proceedings or for the imposition of a penalty against a whistleblower.

• A whistleblower may be entitled to compensation for victimisation, and other remedies may be available depending on the type of detriment suffered.

For example, a Court may grant an injunction to stop victimisation, require an apology or re-instate a whistleblower who has been victimised by termination of employment.

Note: Some of the protections referred to this policy might not be available to you, to the extent you are found to have been involved in wrongdoing, such as, knowingly giving false information (see part 6.6).

6.6 Involvement in wrongdoing

LRE may take disciplinary action against anyone found to have:

• Victimised or threatened a whistleblower;
• Disclosed information in breach of whistleblower protections; or
• Lied or knowingly given false evidence in connection with a whistleblowing disclosure.

Note: If a whistleblower has properly made a disclosure in accordance with the legislation, they are entitled to the protections under the legislation and this policy, even if the allegations are ultimately found not to be proven.

7 Taxation Administration Act 1953

7.1 Who can make a whistleblowing disclosure?

You may make a whistleblowing disclosure under the Tax Act to anyone listed in part 7.2 if:

• You have reasonable grounds to suspect that you have:

            o Information which indicates misconduct in relation to LRE's tax affairs; or 
            o Information which indicates an improper state of affairs in relation to LRE's tax affairs; and

• You consider that the information may assist the recipient to perform functions/duties in relation to LRE's tax affairs.

If you are eligible to make a protected disclosure under the Corps Act as outlined in part 3.1, then you are also eligible to make a protected disclosure under the Tax Act.

7.2 Who can you make a protected disclosure to?

You can make a protected disclosure under the Tax Act to:

• Anyone at LRE listed in part 4.1;
• LRE's auditor or an audit team member;
• LRE's registered tax or BAS agent (if any);
• A LRE employee who has functions/duties that relate to the tax affairs of LRE; or
• The Commissioner, in which case you should refer to their policy about how disclosures will be handled.

7.3 How will LRE respond to a protected disclosure?

In general:

• LRE will assess and investigate, in accordance with this policy, any whistleblowing disclosure you make to LRE under the Tax Act; and
• LRE will afford any whistleblower the protections set out in this policy, subject to any variations to this policy required to comply with the Tax Act.