Reporting of Concerns Policy

Overview

Background

The Group is committed to promoting a culture of compliance and ethical behaviour, where all our decisions, actions and behaviours reflect and reinforce our corporate values. We understand that it is important to identify problems early. This policy is designed to facilitate the resolution of concerns and offers protection to anyone who reports concerns in good faith under the Policy.

Retaliation in any form against an individual who in good faith reports a breach under this Policy (even if the report is mistaken) or who helps investigate a reported breach, will be treated as a breach of the Code of Conduct.

References in this Policy to Bendigo and Adelaide Bank are to Bendigo and Adelaide Bank Limited and references to the Group are to Bendigo and Adelaide Bank and its related bodies corporate. This policy applies to employees and directors of all companies in the Group except Adelaide Bank Limited, which has its own processes for the reporting of concerns.

This Policy is set out in three parts.

Part 1: General provisions
Part 2: Reporting concerns when disclosing your name
Part 3: Reporting concerns anonymously

Part 1 – General provisions
1.1 What is a “concern”?	A “concern” includes a concern, grievance, or report of a suspected breach of law or Group policy.
1.2 Am I obliged to report a “concern”?	If you have a concern such that you reasonably believe there is a breach of law or any Group policy, you are required to report it.
1.3 Will I be disadvantaged?	No – you will not be disadvantaged for reporting a concern under this Policy regardless of the outcome, provided you make the report in good faith. If you believe you have been, or are likely to be, disadvantaged in any way by another employee (including your manager) because you have made a report, please contact the Protection Officer to assist. Note: The Protection Officer is the General Manager, People and Performance. See Reporting of Concerns – Guidelines for Handling Concerns for more information. As at the date of this policy, the GM, People and Performance is Julian Carne. Each person who reports a concern under this Policy is expected to act in good faith. Where it is shown that an employee has not acted in good faith in making a report under this Policy, the matter will be treated seriously and the employee may be disciplined accordingly (for example, in the case of an unfounded malicious allegation). Anyone who reports a concern but is later found to have been involved in any wrongdoing will not be protected in relation to their role in that wrongdoing (although in some cases the making of a report may be a mitigating factor).
1.4 What happens after I report a concern?	All concerns reported under this Code will be taken seriously. The way a matter is handled is described in the associated document, “Reporting of Concerns – guidelines for handling concerns”.
1.5 Will I get any feedback?	As a general rule, you will be given feedback, subject to any privacy, confidentiality or other legal considerations.
1.6 How do I report a concern?	Depending on the matter you would like to report, there are different policies and procedures that apply. See the Concerns Matrix for an overview of the reporting process and who to contact. This is contained in the Appendix to this policy and also available on the ‘Speaking Up’ website on the Bendigo Bank Intranet. Note: If under the matrix there is more than one way for you to report a concern, as long as you report it under one of the processes, you have discharged your obligation. If you need assistance in working out the process to use, contact a Disclosure Co-ordinator (ie the Company Secretary, Head of HR Operations, and Senior Manager, Financial Crimes), Supervising Disclosure Co-ordinator (ie Head of Group Operational Risk) or Customer Help Centre. You can report a concern by disclosing your name or reporting the matter anonymously. If disclosing your identity – go to section 2 If reporting anonymously – go to section 3
Part 2 – Reporting concerns when disclosing your name
2.1 How do I report a concern?	Go to the Concerns Matrix in the Appendix of this document for how to report a concern when you disclose your name.
2.2 Will my identity be disclosed?	Every effort will be made to protect your identity. However, no guarantee can be given of complete anonymity. For example, it may be necessary to give evidence in proceedings. If a concern reported under this Code is investigated, it may be necessary to reveal its substance (on a confidential basis) to various people, such as other employees, or in appropriate circumstances, law enforcement agencies. If the concern relates to an allegation against a person, in most cases it will be necessary to disclose details about the matters raised to the person against whom an allegation is made, to enable them to respond. If it is not possible to keep your identity undisclosed during the investigation, you will not be disadvantaged by any company in the Group in your employment. As stated above, any form of retaliation will be treated as a breach of the Code of Conduct. In the case of a report about a Corporations Legislation matter, additional confidentiality protections apply (see below 2.3 Corporations Legislation matters).
2.3 Corporations Legislation matters	The Corporations Act provides additional protections in relation to the reporting of a possible contravention of the Corporations Act and Australian Securities & Investment Commission Act (Corporations Legislation) by any company in the Group or by an officer or employee of a Group company. Who is protected? You are protected if you are one of the following. An employee or officer of any company in the Group. A contractor supplying services or goods to any Group company and any employee of a contractor. Under what conditions am I protected? You are protected if all the following apply. You report that an officer, employee or Group company has or may have breached the Corporations Legislation. You make the report to one of the following. ASIC. The auditor of any Group company or a member of the audit team conducting an audit of the company. Note: The Bendigo and Adelaide Bank auditor is Ernst & Young. A director, secretary or senior manager of any Group company. Note: A senior manager for this purpose is a person who makes, or participates in making, decisions that affect the whole, or substantial part of the business of the company, or has the capacity to affect significantly the company’s financial standing. Example: Bendigo and Adelaide Bank Executive Committee member. A person authorised to receive disclosures of that kind. In the case of the Group, persons in the following positions are authorised to take Corporations Legislation disclosures. Company Secretary Note: At the date of this policy, the Company Secretary is David Oataway. Assistant Company Secretary Note: At the date of this policy, the Assistant Company Secretaries are Mark Hall and June Wilde. Anonymous Concerns Reporting Service provider staff Note: See the Part 3 to this policy or the Concerns Matrix, which is an Appendix to this policy, for the ways in which you can contact the Service provider. You inform the person of your name before making the report. You have reasonable grounds to suspect that the information indicates there has or may be a breach. You act in good faith. How am I protected? Confidentiality: The person to whom the report is made must keep the information and your identity (and information that is likely to lead to your identity) confidential. The person may only provide the information to ASIC, APRA or a member of the Australian Federal Police, unless you consent to the information being provided to someone else. Note: If you use the Reporting of Concerns Form (OA153), this form provides for you to consent to disclosure of your identity and the information. No victimisation: You are protected from actual or threatened detriment because of the report. Examples include termination of employment, a reduction in your terms and conditions of employment, demotion, or unfair or unequal treatment in the workplace. No liability for making report: You are not subject to any civil or criminal liability for making the report, but you are not protected from civil or criminal liability for your conduct that is revealed by the report. Protection in relation to contracts: No other contractual or other right may be enforced or exercised against you on the basis of the report, and a contract may not be terminated on the basis that the report constitutes a breach of the contract. If you are an employee and the employer purports to terminate your employment on the basis of the report, a court may reinstate you to the same position or a position at a comparable level. Protection in relation to defamation: Provided you acted without malice (ill will or improper motive), you are not liable for defamation.
2.4 Financial Services Legislation matters	The Banking Act, Insurance Act and Superannuation Industry (Supervision) Act provide additional protections in relation to the reporting of concerns in relation to Bendigo and Adelaide Bank Ltd and Adelaide Bank Limited (Banking Act), Sunstate Mortgage Insurance Pty Ltd (Insurance Act) and Sandhurst Trustees Limited (SIS Act). The protections are substantially similar to those provided under the Corporations Act. They apply where: You report misconduct or an improper state of affairs or circumstances in relation to Bendigo and Adelaide Bank Limited, Adelaide Bank Limited, Sunstate Mortgage Insurance Pty Ltd and Sandhurst Trustees Ltd. For Bendigo and Adelaide Bank Limited and Adelaide Bank Limited - you make the report to APRA, the auditor or audit team, a director or senior manager, or a person authorized to receive disclosures of this kind. Note: “Senior manager” has substantially the same meaning as for disclosures under the Corporations Act. Note: The same persons are authorized to receive disclosures under these Acts as are authorized to receive disclosures under the Corporations Act. For Sunstate Mortgage Insurance Pty Ltd - you make the report to APRA, the auditor or audit team, the actuary, a director or senior manager or a person authorized to receive disclosures of this kind. Note: “Senior manager” has substantially the same meaning as for disclosures under the Corporations Act. Note: The same persons are authorized to receive disclosures under these Acts as are authorized to receive disclosures under the Corporations Act. For Sandhurst Trustees Ltd - you make the report to APRA, the auditor or actuary, a director or a person authorized to receive disclosures of this kind. Note: The same persons are authorized to receive disclosures under these Acts as are authorized to receive disclosures under the Corporations Act. You believe that the information may assist APRA or the person to whom you report the concern to perform their functions or duties. You act in good faith.
Part 3 – Reporting concerns anonymously
3.1 How do I report a concern?	The Bendigo and Adelaide Bank has an external Anonymous Concerns Reporting Service (ACRS) that you can contact through any of the methods set out below. By post ACRS Reply Paid 12628, A'Beckett Street Melbourne Victoria 8006 Electronically Use the Online Report Form http://speakingup.deloitte.com.au or Send an email: speakingup@deloitte.com.au By phone Anonymous Concern Hotline Number: 1800 223 150 By fax Anonymous Concern Fax Number: (03) 9691 8182

This Policy was adopted by the Board of Bendigo and Adelaide Bank Limited on 28 June 2004, revised 23 August 2004 and 24 January 2005 (as part of the Code of Conduct) and revised on 28 August 2006 (as a separate policy) and amended on 28 April 2008.