Whistleblower Policy

1.1 TGL is committed to creating a culture based on principles of integrity, openness and accountability.

1.2 TGL has developed this policy to assist TGL employees, suppliers, contractors (and other persons to whom this Whistleblower Policy applies) to identify Reportable Conduct (as defined in this policy) and to feel safe to speak up if they suspect or observe matters that concern them.

1.3 This policy sets out how TGL manages Reportable Conduct and how it supports those who report it, including:

     1.3.1 who can make a report;

     1.3.2 what constitutes Reportable Conduct;

     1.3.3 avenues for reporting Reportable Conduct;

     1.3.4 the investigation process;

     1.3.5 protections available to whistleblowers;

     1.3.6 disciplinary action for conduct in breach of this policy.

2.1 This policy applies to:

     2.1.1 current (or former) employees or officers of TGL, including permanent, fixed term and casual employees;

     2.1.2 an associate of TGL;

     2.1.3 a current (or former) independent contractor or consultant engaged by TGL;

     2.1.4 current or former suppliers of goods and services (whether paid or unpaid) to TGL;

     2.1.5 a relative, dependant or spouse of an individual described in paragraph 2.1.

2.2 Except where the context indicates otherwise, the use of the word ‘person’ within this policy refers to all people captured within paragraph 2.1, and the word ‘discloser’ refers to any person who has made a disclosure of Reportable Conduct under this policy.

2.3 This policy applies regardless of whether a person is at work or engaged in any work-related activity. It is not restricted in its operation to work hours or the usual place of work. It applies at conferences, work functions, work related social events, and business trips.

2.4 This policy is designed to comply with TGL's legal obligations. If anything in this policy is inconsistent with any law imposed on TGL, to the extent that the legal obligation provides a ‘higher standard’, it will prevail over this policy.

2.5 This policy does not form part of any contract of employment or any industrial instrument.

3.1 What is 'Reportable Conduct'

3.2 This policy provides for processes and protections provided by TGL regarding the disclosure of Reportable Conduct.

3.3 Reportable Conduct is conduct which a person has reasonable grounds to suspect is misconduct, or an improper state of affairs or circumstances, relating to TGL or one of its related bodies corporate, or TGL's business (including in relation to an officer or employee of TGL or its related bodies corporate).

3.4 Reportable Conduct includes conduct that a person has reasonable grounds to suspect was engaged in by an entity or person named in paragraph 3.3 and which:

     3.4.1 breaches the Corporations Act 2001 (Cth) (Corporations Act), the Australian Securities and Investments Commission Act 2001 (Cth), the Banking Act 1959 (Cth), the Financial Sector (Data Collection) Act 2001 (Cth), the Insurance Act 1973 (Cth), the Life Insurance Act 1995 (Cth), the National Consumer Credit Protection Act 2009 (Cth), or the Superannuation Industry (Supervision) Act 1993 (Cth);

     3.4.2 is an offence against any other law of the Commonwealth of Australia that is punishable by imprisonment for a period of 12 months or more; or

     3.4.3 indicates a significant risk to public safety or the stability of, or confidence in, the financial system (even if it does not involve a breach of a particular law).

3.5 Reportable Conduct includes conduct that may not involve contravention of a particular law.

3.6 For a person to qualify for protections under the Corporations Act, the disclosure must concern Reportable Conduct.

3.7 Examples of what might constitute Reportable Conduct may include misconduct or serious wrongdoing that is reasonably believed to:

     3.7.1 be dishonest, illegal, fraudulent, corrupt or unsafe;

     3.7.2 be unethical or unprofessional behaviour, including conduct that does not meet TGL's commitment to do the correct thing by health professionals and the community;

     3.7.3 breach any of TGL's Standards of Conduct (as set out in TGL's Employee Manual), procedures or the law (including anything the discloser reasonably thinks may be illegal);

     3.7.4 involve irregular use of company funds or practices (including internal fraud, theft, tax evasion, misleading accounting or financial reporting practices);

     3.7.5 involve misuse of TGL's business information or breaches of privacy or confidentiality;

     3.7.6 be damaging to TGL's business or reputation;

     3.7.7 involve conflicts of interest, including those related to outside business interests, relationships, improper payments and donations;

     3.7.8 endanger the health and safety of any employee or member of the public;

     3.7.9 pose a significant risk to the stability of the financial system; and

     3.7.10 involve potential breaches of human rights standards.

3.8 When making a disclosure under this policy, a discloser will be expected to have reasonable grounds to suspect that the information they are reporting is true.

3.9 A discloser will not be penalised if the information they provide ultimately turns out to be inaccurate. However, if a person makes a report that they know to be untrue or misleading, this may be a breach of TGL's Standards of Conduct (as set out in TGL's Employee Manual) and may result in disciplinary action.

3.10 What is not Reportable Conduct, and what should be reported under other policies

3.11 While TGL encourages everyone to raise any concerns to TGL, not everyone or all types of concerns are intended to be covered by this policy. Some concerns should be raised with the line manager as outlined below.

3.12 This policy applies to disclosures about actual or suspected Reportable Conduct or conduct which breaches laws prohibiting the victimisation of whistleblowers.

3.13 This policy does not apply to disclosures which are solely about a personal work-related grievance, where the grievance:

     3.13.1 is all related to the discloser personally;

     3.13.2 has no significant implications for TGL or its related bodies corporate that do not relate to the discloser; and

     3.13.3 does not concern actual or alleged conduct described in paragraph 3.3 and does not breach laws against whistleblower-related victimisation.

     3.14 Examples of grievances that may be personal, work-related grievances include:

     3.14.1 an interpersonal conflict between the discloser and a TGL employee;

     3.14.2 allegations of bullying, discrimination, harassment or other conduct in breach of TGL's Employee Manual;

     3.14.3 decisions:

          (a) about the engagement, transfer or promotion of the discloser; or

          (b) about the terms and conditions of engagement of the discloser; or

          (c) to suspend or terminate the engagement of the discloser, or otherwise to discipline the discloser.

3.15 A personal work-related grievance may still qualify for protection under this policy and the whistleblower protections in the Corporations Act if:

     3.15.1 it includes information about actual or alleged conduct described in paragraph 3.3;

     3.15.2 it relates to information which suggests misconduct beyond the discloser's personal circumstances; or

     3.15.3 it relates to a breach of laws against whistleblower-related victimisation.

3.16 TGL has dedicated process for reporting personal work related grievances, which can be found in the Employee Manual.

3.17 If a person is uncertain about which policy applies to a report that they wish to make they may contact the Whistleblower Protection Officer (WPO), whose contact details are included below at paragraph 4.3.

3.18 Subject to paragraph 3.15, a disclosure relating to a personal work-related grievance will not qualify for the protections under the Corporations Act.

3.19 Any person may wish to seek independent legal advice regarding whether a disclosure constitutes Reportable Conduct' before making any report under this policy.

4.1 How to make a report

4.2 Reporting to the Whistleblower Protection Officer

4.3 In the first instance, TGL encourages people to report any conduct that is suspected to be Reportable Conduct to the WPO. The WPO may be contacted using the following details:

Position	Name	Phone	Email
Company Secretary	Leanne Russell	(03) 9329 1566	lrussell@tg.org.au

 

A person may also post a report marked 'Strictly Private & Confidential - to be opened by the addressee only' to Ms Leanne Russell, Whistleblower Protection Officer, Therapeutic Guidelines Limited, 133 Abbotsford Street, North Melbourne VIC, 3051.

The WPO is an individual within TGL who has specific responsibilities including protecting those who make a report under this policy and arranging for the investigation of any report.

4.4 A report may also be made to:

     4.4.1 the Chief Executive Officer of TGL;

     4.4.2 an officer, senior manager, auditor or actuary of TGL;

     4.4.3 the Australian Securities and Investments Commission (ASIC) or the Australian

4.4 A report may also be made to:

     4.4.1 the Chief Executive Officer of TGL;

     4.4.2 an officer, senior manager, auditor or actuary of TGL;

     4.4.3 the Australian Securities and Investments Commission (ASIC) or the Australian Prudential Regulation Authority (APRA), or (for tax-related disclosures) the Tax Commissioner; or

     4.4.4 any other person nominated by the Corporations Act for this purpose.

4.5 To qualify for whistleblower protection under the Corporations Act (or, where relevant, the Taxation Administration Act 1953 (Cth)), a person's report under paragraphs 4.3 and 4.4 must be made directly to a person specified in paragraphs 4.3 and 4.4.

4.6 A person may also report Reportable Conduct to ASIC, APRA, or another Commonwealth body prescribed by regulation. This report will qualify for whistleblower protection under the Corporations Act.

4.7 A person may report a Reportable Conduct to a lawyer for the purpose of obtaining legal advice or representation relating to the operation of the whistleblower provisions in the Corporations Act. This report is protected even if the lawyer concludes that it does not relate to Reportable Conduct.

4.8 Public interest or emergency disclosure

4.9 A person must not report Reportable Conduct to a member of parliament or a journalist, unless it is a public interest disclosure or an emergency disclosure.

4.10 To make a public interest disclosure:

     4.10.1 a person must have previously reported the Reportable Conduct to a regulator specified in paragraph 4.6, and at least 90 days must have passed since that previous report;

     4.10.2 after that 90-day period, a person must give the regulator who received that previous report, a written notice that:

          (a) includes sufficient information to identify a person's previous report; and

          (b) states that a person intends to make a public interest disclosure;

     4.10.3 a person must not have reasonable grounds to believe that action is being, or has been, taken to address the matters relating to the previous report;

     4.10.4 a person must have reasonable grounds to believe that making a further report to a member of parliament or journalist would be in the public interest; and

     4.10.5 a person must disclose information to the member of parliament or a journalist only to the extent necessary to inform him or her of the Reportable Conduct.

4.11 To make an emergency disclosure:

     4.11.1 a person must have reasonable grounds to believe that the Reportable Conduct concerns a substantial and imminent danger to the health or safety of one or more persons or to the natural environment;

     4.11.2 a person must have previously reported the Reportable Conduct to a regulator specified in paragraph 4.6, and a person must also subsequently give it a written notice that:

          (a) includes sufficient information to identify a person's previous report; and

          (b) states that a person intends to make an emergency disclosure; and

     4.11.3 a person must disclose information to the member of parliament or a journalist only to the extent necessary to inform him or her of the substantial and imminent danger.

4.12 It is important for a person to understand the above criteria for making a public interest disclosure or an emergency disclosure.

4.13 A person should contact an independent lawyer before making a public interest disclosure or an emergency disclosure.

4.14 How to make an anonymous report

4.15 A person is entitled to report the Reportable Conduct anonymously.

4.16 Anonymous reports may be made using a range of methods, including contacting the WPO with a pseudonym, including via an unidentifiable email address (TGL acknowledges that in some circumstances it may be possible to track emails using IP addresses, however TGL will not seek to identify a discloser, by this method or otherwise).

4.17 A person may choose to make a partially anonymous report, which means that the discloser consents to their identity only being disclosed to a limited number of people (such as the WPO and the person investigating the report).

4.18 Where possible, TGL encourages any person reporting a matter under this policy to identify themselves in order to enable TGL to investigate the matter fully. Knowing the discloser's identity may help TGL improve the effectiveness of any investigation by, for example, seeking further information.

4.19 Confidentiality of the report

4.20 General Principle

4.21 TGL acknowledges that a person may have concerns regarding making a disclosure under this policy and confirms that it is committed to its obligations of confidentiality at law. All information provided in a person's disclosure of Reportable Conduct, including their identity (where this has been disclosed) will remain confidential to the full extent required by law.

Exceptions

4.22 For legal and regulatory reasons, TGL may need to disclose the discloser's identity to the following entities:

     4.22.1 ASIC, APRA, a member of the Australian Federal Police or the Tax Commissioner for tax related disclosures;

     4.22.2 a legal practitioner, for the purposes of obtaining legal advice or legal representation about the whistleblower provisions in the Corporations Act;

     4.22.3 to a person or body prescribed by the relevant regulations.

4.23 TGL may disclose information contained in a disclosure with or without the discloser's consent if:

     4.23.1 the information does not include the discloser's identity;

     4.23.2 TGL has taken all reasonable steps to reduce the risk that the discloser will be identified from the information; and

     4.23.3 it is reasonably necessary for investigating the issues raised in the disclosure.

4.24 It is illegal for a person to disclose a person's identity or information that is likely to lead to a person's identification, except under paragraphs 4.22 or 4.23.
A person may lodge a complaint about a breach of confidentiality with:

     4.24.1 the person listed below; or

Position	Name	Phone	Email
Company Secretary	Leanne Russell	(03) 9329 1566	lrussell@tg.org.au

 

A person may also post a report marked 'Strictly Private & Confidential - to be opened by the addressee only' to Ms Leanne Russell, Whistleblower Protection Officer, Therapeutic Guidelines Limited, 133 Abbotsford Street, North Melbourne VIC, 3051.

     4.24.2 a regulator, such as ASIC, APRA or the Australian Taxation Office, for investigation.

4.25 Consent

4.26 If the discloser consents to TGL disclosing their identity, this consent must be communicated to TGL in writing.

4.27 In circumstances where a discloser consents to their identity being disclosed, TGL will only do so to the extent that this is reasonably required

5.1 It is important for TGL to be transparent and outline the investigation process that is followed once a report is submitted under this policy.

5.2 Where a disclosure of Reportable Conduct is made directly to TGL, TGL will follow the investigation process set out in this paragraph 5.

5.3 Initial report and preliminary assessment

5.4 Upon making a report, the discloser will be notified that their report has been received. TGL will:

     5.4.1 conduct a preliminary assessment of the report;

     5.4.2 consider any conflicts of interest prior to investigating; and

     5.4.3 determine whether and how to investigate.

5.5 Investigation

5.6 If appropriate, TGL will appoint a case manager to investigate the report. The case manager may be an internal or external person. Any investigations will be conducted in a fair, impartial and independent manner.

5.7 The case manager will be briefed on matters including details of the report made and the confidentiality requirements under the Corporations Act. The discloser may be asked to provide additional information to assist any assessment or investigation of the report.

5.8 A discloser should not attempt to investigate any Reportable Conduct themselves.

5.9 An employee who is the subject of a disclosure will be advised about the subject matter of the disclosure where required by principles of natural justice and procedural fairness, and before any actions are taken.

5.10 Records

5.11 Records of any report and investigation will be stored securely by TGL and appropriate confidentiality measures will be taken to restrict access to such documentation.

5.12 Assessment and response

5.13 The objective of any investigation will be to obtain evidence relating to the report and determine whether the evidence substantiates or refutes the claims made and if so, to take appropriate steps to address the conduct. TGL will determine what steps should be taken (if any) to address any verified misconduct or improper state of affairs or circumstances.

5.14 If a report has been made anonymously, the discloser should check back in on the report from time to time as TGL may need to contact the discloser in order to progress an investigation or to provide an update. For example, if a report is made using an anonymous email address, the discloser should periodically login to this email address to check if any correspondence has been received.

5.15 Where possible, TGL will update the discloser on the progress and outcome of any investigation.

5.16 Review of outcome

5.17 If the discloser is not satisfied that the report has been investigated and acted upon appropriately, the discloser may make a written request for the outcome to be reviewed. This request may be made to:

     5.17.1 the Chief Executive Officer; or

     5.17.2 if, due to the nature of the report, it is inappropriate for the request to be made to the Chief Executive Officer, the Chair of the Board of Directors; or

     5.17.3 if, due to the nature of the report, it is inappropriate for the request to be made to the Chief Executive Officer or the Chair of the Board of Directors, then to any person or entity listed above at paragraph 4.4.

5.18 When considering any request for review made under paragraph 5.17, TGL is under no obligation to re-open or re-investigate the matter.

6.1 Protection

6.2 TGL is committed to protecting and supporting whistleblowers who report Reportable Conduct in accordance with this policy.

6.3 A person cannot engage in conduct that causes detriment to another person, in relation to a report, if:

     6.3.1 the person believes or suspects that another person made, may have made, proposes to make or could make a report that qualifies for whistleblower protection; and

     6.3.2 the belief or suspicion is the reason, or part of the reason, for the conduct

6.4 A person cannot make a threat to cause detriment to another person in relation to a report. A threat may be express or implied, or condition or unconditional. If a person has been threatened, it is not a requirement for that person to actually fear that the threat will be carried out.

6.5 TGL will ensure that any person who makes a report under this policy is not subject to detriment as a result of making the report, including:

     6.5.1 termination of employment;

     6.5.2 injury of an employee in their employment including demotion, suspension, discrimination, reduction in remuneration or alteration of an employee’s position or duties to their disadvantage;

     6.5.3 harm or injury, including psychological harm;

     6.5.4 unlawful discrimination, harassment, bullying or intimidation;

     6.5.5 damage to property, reputation, or to a person's business or financial position; and

     6.5.6 any other conduct that constitutes retaliation.

6.6 Examples of actions that are not detrimental conduct include:

     6.6.1 administrative action that is reasonable for the purpose of protecting a discloser from detriment (for example, moving a discloser who has made a disclosure about their immediate work area to another location to prevent them from detriment); and

     6.6.2 managing a discloser's unsatisfactory work performance, if the action is in line with applicable performance management policies/procedures.

6.7 TGL will take all reasonable precautions to ensure that a person is not harmed, injured, intimidated, harassed, bullied or victimised by any of TGL employees, officers, contractors, suppliers, consultants and directors.

6.8 If a discloser feels that they may be, are being, or have been subjected to detrimental conduct, this should be reported immediately as this will assist TGL to better protect the discloser to the extent possible. This includes where the discloser:

     6.8.1 is disadvantaged or suffered detriment after making a report;

     6.8.2 is disadvantaged or has suffered detriment for participating in or assisting with an investigation (as a witness or otherwise);

     6.8.3 has any concerns for their safety as a result of having made a report or in considering making a report.

6.9 Any report of detrimental conduct made under paragraph 6.6 may be made to:

     6.9.1 in the first instance, the Chief Executive Officer; or

     6.9.2 if, due to the nature of the report, it is inappropriate for the request to be made to the Chief Executive Officer, the Chair of the Board of Directors; or

     6.9.3 if, due to the nature of the report, it is inappropriate for the request to be made to the Chief Executive Officer or the Chair of the Board of Directors, then to any person or entity listed above at paragraph 4.4.

6.10 Any person engaging in detrimental conduct in breach of this policy may be subject to serious consequences, including:

6.10.1 disciplinary action up to and including termination of employment;

     6.10.2 termination of engagements or contracts, as applicable; 6.10.3 legal consequences in the form of civil and criminal penalties.

6.11 Other protections which may be available to disclosers reporting under this policy include:

     6.11.1 an order from a court that compensation be paid personally to the person by way of compensation for any loss, damage or injury suffered by them as a result of the detrimental conduct;

     6.11.2 an injunction to prevent, stop of remedy the effects of detrimental conduct;

     6.11.3 reinstatement to the same position or a position at a comparable level, the suspected whistleblower who was terminated from a particular position;

     6.11.4 an apology to be provided by the individual engaging in the detrimental treatment;

     6.11.5 require the employee to pay exemplary damages to the suspected whistleblower or to any other person.

6.12 All reports of detrimental treatment will be treated confidentially, to the fullest extent possible.

7.1 A person may be able to seek compensation and other remedies through the courts:

     7.1.1 for suffering loss, damage or injury because a person reported Reportable Conduct under this policy; and

     7.1.2 there was a failure to take reasonable precautions and exercise due diligence to prevent the detrimental conduct.

7.2 A person should seek independent legal advice on compensation or other remedies that may be available.

8. Civil, criminal and administrative liability protection

8.1 A person is protected from any of the following in relation to a report of a Reportable Conduct under this policy:

     8.1.1 civil liability (for example, any legal action against a person for breach of an employment contract, duty of confidentiality or another contractual obligation);

     8.1.2 criminal liability (for example, attempted prosecution of a person for unlawfully releasing information, or other use of a person's report against that person in a prosecution (other than for making a false disclosure)); and

     8.1.3 administrative liability (for example, disciplinary action for making the report).

8.2 The above protections do not grant immunity for any misconduct a person has engaged in that is revealed in a report. For more information, a person should seek independent legal advice before making a report.

9.1 Confidential counselling

9.2 Current or former employees who feel that they would benefit from access to a confidential counselling service are encouraged to request the provision of such service by TGL.

9.3 TGL will assess each request for counselling on a case-by-case basis.

9.4 Where TGL considers that the provision of confidential counselling is reasonable in the circumstances, it will engage an external provider to provide this service.

9.5 Other support

9.6 To the extent it is reasonable and practical to do so, TGL will monitor and manage the behaviour of any people who are involved in the report of Reportable Conduct.

9.7 TGL will take all reasonable precautions to ensure that a person who reports under this policy is not harmed, injured, intimidated, harassed, bullied or victimised by any of TGL's employees, officers, contractors, suppliers, consultants and directors.

9.8 TGL will consider any reasonable requests for additional protections that an employee may make or TGL considers necessary for their protection (for example, transfer of duties or leave of absence during any investigation).

9.9 In circumstances where a person has made a report under this policy, TGL may at all times raise and address any matters that arise in the ordinary course of the discloser's employment or contractual relationship with TGL (such as serious performance or misconduct concerns). TGL may, at its discretion, grant an employee immunity from internal disciplinary proceedings relating to matters that come to light as a result of an employee's disclosure.

9.10 Practical considerations

9.11 TGL will endeavour to support any person who makes a report under this policy, however it may not be able to provide the same extent of practical support to non-employees as it does to employees. TGL will apply the processes set out in the policy for both employees and non-employees to the greatest extent possible in the circumstances.

10.1 A breach of this policy, including engaging in detrimental conduct as outlined above, may have serious consequences up to and including termination of employment (for an employee), or termination of engagement of engagements or contracts by TGL (for a contractor, consultant or supplier), as applicable.

10.2 In addition, any person engaging in victimisation or detrimental conduct in breach of this policy may also be subject to legal consequences in the form of civil and criminal penalties.

10.3 Any questions about this policy should be directed to the WPO, whose contact details are set out at paragraph 4.3.

11.1 This policy is available from TGL's Company Secretary and forms part of TGL's Employee Manual, which is provided to all employees on induction. From time to time, this policy will be reviewed to ensure that it continues to reflect TGL's values and best practice, as well as applicable legislation and regulations.

11.2 Any changes to this policy will be communicated to all employees and any relevant stakeholders.