Whistleblowing and Non-Retaliation Policy

Purpose

UNiDAYS is committed to conducting our business with honesty and integrity, and we expect all staff to maintain high standards in accordance with our Corporate Code of Conduct.  

However, all organisations face the risk of things going wrong from time to time, or of unknowingly harbouring illegal or unethical conduct. A culture of openness and accountability is essential to prevent such situations occurring and to address them when they do occur. The aims of this policy are:

  • To encourage UNiDAYS employees to raise their concerns within the business and report suspected wrongdoing as soon as possible, in the knowledge that we aim to ensure that their concerns will be taken seriously and investigated as appropriate, and that their confidentiality will be respected; 
  • to provide staff with guidance as to how to raise those concerns; 
  • to reassure staff that they should be able to raise genuine concerns without fear of reprisals, even if they turn out to be mistaken, so long as the concern reported was done so in good faith and to the best of their knowledge; and
  • to explain how we will deal with whistleblowing disclosures, and how we will protect and support eligible whistleblowers.

Scope

This policy can be accessed by all persons working or who have worked for UNiDAYS or on its behalf in any capacity, including employees at all levels, directors, officers, workers, agency workers, seconded workers, volunteers, interns, agents, contractors, external consultants, third-party representatives and business partners, sponsors, or any other person associated with us, including any relatives, dependents, or spouses of the aforementioned, wherever located.

This policy does not form part of any employee's contract of employment, and we may amend it at any time. It sets out useful information and explains procedures. You might need to comply with those procedures so that you can access the protections that UNiDAYS may make available to you.

Policy Detail

Responsible Parties:

The Company has overall responsibility for this policy, and for reviewing the effectiveness of actions taken in response to concerns raised under this policy.

The VP, People, the Global General Counsel and Whistleblowing Officer have day-to-day operational responsibility for this policy and must ensure that all managers and other staff who may deal with concerns or investigations under this policy receive regular and appropriate training.

All staff are responsible for the success of this policy and should ensure that they use it to disclose any suspected danger or wrongdoing. Staff are invited to comment on this policy and suggest ways in which it might be improved. Comments, suggestions and queries should be addressed to the VP, People or the Global General Counsel.

Background:

Whistleblowing is the disclosure of information in relation to which you have reasonable grounds to suspect misconduct, or an improper state of affairs or circumstances, in relation to UNiDAYS or a related company. This may include:

  • criminal activity;
  • failure to comply with any legal obligation or regulatory requirements;
  • bribery under our Anti-corruption and Bribery Policy;
  • facilitating tax evasion contrary to our Anti-facilitation of tax evasion policy;
  • misconduct, or an improper state of affairs, in relation to UNiDAYS' tax affairs;
  • conduct that represents a danger to the public or the financial system; 
  • suspicion of human-trafficking or modern slavery whether at UNiDAYS, by a vendor or a partner, contrary to our Business Partner Code of Conduct; or
  • the deliberate concealment of any of the above matters.

 

In the UK, Whistleblowing is protected only if it constitutes a 'protected disclosure' and the disclosure must be a 'qualifying disclosure' (see Defined Terms).

 

A whistleblower is a person who raises a genuine concern relating to any of the above. If you have any genuine concerns related to suspected wrongdoing or danger affecting any of our activities (a whistleblowing concern) you should report it under this policy. Current staff, former staff, suppliers and associates of UNiDAYS and the relatives and dependants of these people may all be eligible whistleblowers.

Personal Work-Related Grievances:

Personal work-related grievances are generally NOT whistleblowing disclosures and this policy will not apply to those types of grievances.

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

  • a conflict between you and another staff member;
  • if you think you have been discriminated against, bullied or harassed; and/or
  • any dissatisfaction about a decision relating to your employment (such as a decision about transfer or promotion, the terms of your employment, discipline or termination).

UNiDAYS hopes that you will be able to raise any personal work-related concerns with your line manager. You may tell them in person or put the matter in writing if you prefer. They may be able to agree on a way of resolving your concern quickly and effectively. In some cases they may refer the matter to the VP, People Team and/or the Global General Counsel. Please also read our Grievance Procedure or Anti-harassment and Bullying Policy as appropriate for other options.

However, a personal work-related grievance might ALSO be a whistleblowing disclosure if it:

  • has significant implications for UNiDAYS that don't relate to you; and/or
  • is about various types of unlawful conduct or conduct that is a danger to the public or the financial system.

If your personal work-related grievance is also a whistleblowing disclosure, then it will attract whistleblower protection, and you can use the procedures set out below.

If you are uncertain whether something is within the scope of this policy you should seek advice from the VP People Team, the Global General Counsel or our Whistleblowing Officer, contact details for each can be found at the end of this policy.

Making A Whistleblowing Disclosure:

You can make a whistleblowing disclosure under the Corporations Act by contacting the following:

  • VP of the People Team and the Global General Counsel; 
  • Our confidential external telephone hotline and reporting system Ethicspoint;
  • An Appropriate Regulatory Authority (see Defined Terms)
  • Depending on your region, a Permitted External Official (see Defined Terms

If the concern is about the VP, People Team or the Global General Counsel, then our whistleblowing tool, supported by EthicsPoint will direct the complaint to our Whistleblowing Officer or an external systems advocate.  

If you intend to make a whistleblowing disclosure, we ask that you please include in your statement or email/letter: “I am seeking to make a whistleblowing disclosure.” 

You should also ensure that any email or correspondence that you send is marked Strictly Confidential. While it might seem obvious, this will help UNiDAYS to:

  • identify your concern as a whistleblowing disclosure;
  • act on your disclosure promptly; and
  • trigger the protections that are available for a whistleblowing disclosure. 

You should keep a file note of any correspondence or discussions (including the date and time) for future reference. 

Contact details are set out at the end of this policy.

Information to include:

If you make a whistleblowing disclosure, you should consider providing as many of the following details as possible, to assist UNiDAYS or an authority to determine the best course of action:

  • the specific nature of the conduct or state of affairs that concerns you;
  • the details of the person/s you think engaged or is engaging in any relevant conduct;
  • when and where relevant events occurred (e.g. dates and times);
  • details of anyone else aware of or involved in the conduct or events; 
  • details of anyone else who might be able to verify your disclosure;
  • if you have done anything in response to the conduct or events;
  • if you have any concerns about possibly being victimised, and if so by whom; and
  • any supporting information (e.g. documents, file notes, emails, photographs).

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

Confidentiality:

We hope that staff will feel able to voice whistleblowing concerns openly under this policy; however, if you want to raise your concern anonymously or through a pseudonym, you are entitled to do so.

You should understand that sometimes, if staff choose to make disclosures anonymously, this can make it more difficult to undertake a proper investigation – particularly if we cannot obtain further information. It also makes it harder to provide you with relevant protections. 

If you choose to identify yourself when you make the disclosure, please note that the person you contact is legally required to keep your identity strictly confidential. If UNiDAYS is aware of your identity, we will aim to work with you to protect your identity.

Whistleblowers who are concerned about possible reprisals if their identity is revealed should come forward to the VP, People Team or the Global General Counsel, or one of the contact points listed at the end of this policy, and appropriate measures can then be taken to preserve confidentiality. If you are in any doubt, we encourage you to seek advice from our confidential counselling hotline or one of the confidential helplines provided by independent whistleblowing organisations listed at the end of this policy.

It is understandable that whistleblowers are sometimes worried about possible repercussions.  We will support staff who raise genuine concerns under this policy, even if they turn out to be mistaken. You may be permitted or even required to disclose confidential company information or trade secrets if doing so is necessary to report your concern.

Whistleblowers should not suffer any detrimental treatment as a result of raising a concern – see the section on protection and support for whistleblowers, below.

Investigation and Outcome:

Once you have raised a concern, we will carry out an initial assessment to determine whether your disclosure requires further investigation. 

In some cases, we may appoint an investigator or team of investigators, including staff with relevant experience of investigations or specialist knowledge of the subject matter. The investigator(s) may make recommendations for change to enable us to minimise the risk of future wrongdoing.

If you have identified yourself to us, we will inform you of the outcome of our assessment. If you have given us permission to disclose your identity to the investigator, then the investigator may contact you to obtain further information, and you may be asked to attend additional meetings for that purpose. We will aim to keep you informed of the progress of the investigation and its likely timescale. However, sometimes the need for confidentiality may prevent us from giving you specific details of the investigation or any disciplinary action taken as a result. You should treat any information about the investigation as confidential.

A formal investigation might involve third parties such as lawyers, accountants, HR consultants or specialist forensic investigators, who will:

  • interview relevant witnesses;
  • collect relevant documentary evidence; 
  • make a determination based on the evidence; and
  • document the findings.

The investigator determines whether the information in the whistleblowing disclosure is proven on the balance of probabilities. The 'balance of probabilities' test requires consideration of whether it is more likely than not that the alleged conduct has occurred.

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). 

If the whistleblowing disclosures are not proven, but there is evidence of other inappropriate conduct, the matter might be referred to the People Team. For example, there may be evidence of a breach of UNiDAYS Company policy or violation of our Code of Conduct.

If we conclude that a person has made false allegations maliciously, that person may be subject to disciplinary action – see the section on protections for whistleblowers, below.

If the whistleblowing disclosures are not proven, and there is no evidence of other inappropriate conduct, no further action will be taken. 

Whatever the outcome, if the whistleblower can be contacted, the decision maker will advise the whistleblower of the outcome of the investigation. While we cannot always guarantee the outcome you are seeking, we will try to deal with your concern fairly and in an appropriate way. By using this policy, you can help us to achieve this.

If you are not happy with the way in which your concern has been handled, you can raise it with one of the other internal key contacts, or externally as set out below.

External Disclosures:

The aim of this policy is to provide an internal mechanism for reporting, investigating, and remedying any wrongdoing in the workplace. In most cases, you should not find it necessary to alert anyone externally.

However, the law recognises that in some circumstances it may be appropriate for you to report your concerns to an external body such as a regulator.  If you do not wish to disclose a whistleblowing matter to the contact people set out above, you may contact the Appropriate Regulatory Authority (see Defined Terms) for your region, as outlined below.

We encourage you to speak to an independent legal practitioner at any time if you would like legal advice or representation in relation to a whistleblowing disclosure.  We also strongly encourage you to seek advice before reporting a concern to anyone external, such as the media, as those disclosures might not be protected.  There also may be independent organisations that offer advice on whistleblowing matters available in your region.  You can find the contact information for some of these organisations as well as contact details for EthicsPoint's confidential external Whistleblowing Hotline at the end of this Policy. 

Whistleblowing concerns usually relate to the conduct of our staff, but they may sometimes relate to the actions of a third party, such as a customer, supplier or service provider.  Depending on your region, the law may allow you to raise a concern, the disclosure of which is in the public interest, with a third party, where you reasonably believe it relates mainly to their actions or something that is legally their responsibility.  However, we encourage you to report such concerns internally first.  You should contact your line manager, VP, People, the Global General Counsel, the Whistleblowing Officer or one of the other individuals set out in our contacts below for guidance.

Protection and Support for Whistleblowers and Others

General Protections

UNiDAYS wants to ensure that whistleblowers who make disclosures in good faith do not suffer any detriment or disadvantage in retaliation or as a result, and that other staff members mentioned or involved in complaints and disclosures are also treated fairly. The protections set out below aim to achieve this. These protections may also be available to you if you make a disclosure to a legal practitioner to obtain legal advice or representation. 

A complaint or whistleblowing disclosure made in good faith that turns out to be incorrect may also qualify for protection. However, protection is not available to a person who deliberately makes a false report.

Protection of identity and confidentiality

As noted above, you can make a whistleblowing disclosure anonymously, but doing so might make it more difficult for UNiDAYS or a relevant authority to assess and investigate your disclosure or provide you with relevant protections. It is your decision. 

  • If you have chosen to reveal your identity when making a whistleblowing disclosure, UNiDAYS may ask you to consent to us disclosing your identity and/or information that might lead to your identification, for example, if we consider that it would assist an investigation.
  • If you choose not to give consent:
    • the person who knows your identity is permitted to disclose your identity only:
      • to an Appropriate Regulatory Authority; 
      • to a legal practitioner to obtain advice; or
      • in limited circumstances required by law, for example, where ordered by a court in legal proceedings; 
    • UNiDAYS will take reasonable steps to make all relevant staff aware that: 
      • they cannot disclose your identity, even to another UNiDAYS manager; and
      • they need to keep any notes, records or information about your whistleblowing disclosure secure; and
    • UNiDAYS may disclose any information (other than your identity) that aids its investigation, so long as it:
      • considers that the information in question aids its investigation but does not reveal your identity; and
      • takes steps it deems reasonable or helpful to reduce the risk that you will be identified as a result of disclosing that information.

Staff must not suffer any detrimental treatment in response to raising a concern, the disclosure of which is in the public interest.  Detrimental treatment includes dismissal, disciplinary action, threats or other unfavourable treatment connected with raising a concern.  If you believe that you have suffered any such treatment, you should inform the Whistleblowing Officer immediately.  If the matter is not remedied, you should raise it formally using our Grievance Procedure.

Staff must not threaten or retaliate against whistleblowers in any way.  Anyone involved in such conduct will be subject to disciplinary action.

Protection of files and records

UNiDAYS maintains record-keeping and information sharing procedures with the aim of ensuring that all records are stored and handled securely.

All files and records created from an investigation should be retained under strict security, generally in a file only accessible by the VP, People, Global General Counsel and Whistleblowing Officer or other external systems advocates and any investigators during the investigation and following the investigation.

All complaints and documents relating to such complaints made through the procedures outlined in this Policy shall be retained for at least six (6) years from the date of the complaint, after which time the information may be destroyed unless the information may be relevant to any pending or potential litigation, inquiry or investigation, in which case the information may not be destroyed and must be retained for the duration of that litigation, inquiry or investigation and thereafter as necessary.

No victimisation

'Victimisation' is what happens if a person is subjected to any detrimental treatment as a result of:

  • making a complaint about a grievance and/or a whistleblowing disclosure; or 
  • someone else's belief that the person has made or will make a complaint or whistleblowing disclosure.

Victimisation can include, for example, bullying and harassment, termination of employment, physical violence or threats of physical violence, or damage to reputation. 

Victimisation does not, however, include:

  • administrative action that is reasonable to protect a whistleblower from detriment; or
  • reasonable management action, such as setting high performance standards, constructive feedback and legitimate advice and/or peer review.

Victimisation is strictly prohibited. You should immediately inform the VP, People, Global General Counsel or the Whistleblowing Officer if you are subjected to victimisation, or any threat of victimisation, so that UNiDAYS can take action.

The VP, People, Global General Counsel and Whistleblowing Officer may need to work with others to manage the risk of victimisation, including relevant managers, the People Team, or the Legal Team. The VP, People, Global General Counsel or Whistleblowing Officer is expected to act in a timely manner to:

  • protect you in the interim, which might include temporarily relocating you or the victimiser, or changing your reporting line; 
  • conduct a preliminary assessment of any alleged victimisation;
  • if necessary and if you consent, refer the matter to senior management for further investigation; and
  • if the allegation of victimisation is substantiated, and if you consent, refer the matter to a decision maker for further action.

Other staff members mentioned or involved in complaints and disclosures also need to be treated fairly. This is partly achieved by their involvement being kept reasonably confidential in accordance with the protections set out above. It also means that no decisions should be made that cause them detriment without proper investigation.

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

Other whistleblower protections

Depending on the region, Whistleblowers who make disclosures in good faith may have additional protections under legislation, including:

  • whistleblowers are not subject to any civil, criminal or administrative liability (including disciplinary action) for making the 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 the disclosure;
  • if the disclosure is made to an Appropriate regulatory Authority, or is a public interest/emergency disclosure, then the information may not be admissible in criminal proceedings or for the imposition of a penalty against a whistleblower; and
  • whistleblowers may also have the right to seek compensation through the courts if they suffer loss, damage or injury because of a disclosure. 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 to be given, or to re-instate a whistleblower who has been victimised by termination of employment.

Involvement in Wrongdoing

UNiDAYS may discipline anyone found to have:

  • unlawfully discriminated against, harassed, vilified or bullied another, or otherwise acted inappropriately;
  • victimised a complainant or whistleblower; 
  • disclosed information in breach of our confidentiality rules; or
  • lied about a complaint or made a complaint maliciously, or otherwise in bad faith.  

Disciplinary action can involve termination of employment or contractor arrangements.

Some of the protections under this policy might also not be available to you if you are found to have been involved in wrongdoing that is the subject of a complaint or whistleblowing disclosure.

 

Defined Terms by Region

UK:

  1. Protected Disclosure: Whistleblowing is protected only if it constitutes a 'protected disclosure' (s 43B of ERA 1996).

In order for a disclosure to be considered as a protected disclosure three requirements need to be satisfied:

  • there needs to be a disclosure;
  • the disclosure must be a 'qualifying disclosure' (as defined by section 43B); and
  • it must be made by the worker in a manner consistent with that set out at section 43C to 43H of ERA 1996.
  1. Appropriate Regulatory Authority: A list of prescribed people and bodies can be found here to identify the Appropriate Regulatory Authority which handles the subject matter of your whistleblowing concern.  

AUS: 

  1. Appropriate Regulatory Authority: You can contact the Australian Securities and Investment Commission (ASIC) or the Australian Prudential Regulation Authority (APRA) to make a whistleblowing disclosure under the Corporations Act, and you should refer to their policy about how the disclosure might be handled. You can also make a protected disclosure under the Tax Act to the Australian Commissioner of Taxation, in which case you should refer to their policy about how disclosures might be handled.
  2. Permitted External Official: You may make a protected disclosure to an auditor or actuary. 

US:

  • Appropriate Regulatory Authority: In New York, an employee may direct a whistleblowing complaint to the New York Commissioner of Labor. An employee may also disclose an illegal activity, policy, or practice of the employer that presents a substantial and specific danger to the public health or safety to a public body such as a legislative body, a judicial officer, an administrative agency, or law enforcement agency only after the employee has brought the violation to the attention of their supervisor and then given the employer a reasonable opportunity to correct the activity, policy, or practice. Federally, employees may also make whistleblowing disclosures to OSHA, the SEC, or the EEOC but each agency has different rules on maintaining the anonymity of a disclosure and we advise you seek legal counsel if you are concerned prior to any disclosure.

Contacts:

EthicsPoint provided by Navex: 

UK: 0808-234-7287 

AUS: 1-800-139957 

USA: 1-855-229-9304 

Website:http://makingmyunidaysbetter.ethicspoint.com/