Whistleblower Policy

Star of the South Pty Ltd Wind Farm strives to operate with a culture of ethical and appropriate corporate behaviour in all our business activities. This includes ensuring that Star of the South acts with integrity, honesty and in accordance with good governance principles.

The purpose of this Whistleblower Policy Is to:

a) outline Star of the South procedures for identifying and reporting genuine concerns about Protected Matters under this Whistleblower Policy pertaining to Star of the South;

b) promote awareness of the protections available for Disclosers under this Whistleblower Policy and associated whistleblower laws; and

c) encourage all Disclosers under this Whistleblower Policy to have the confidence to speak up if they become aware of a Protected Matter without fear of reprisal.

This Whistleblower Policy is very important as it provides an avenue to identify wrongdoing that may not be uncovered unless there is a safe and secure means for disclosing it.

Commencement and scope

This Whistleblower Policy is effective from 24 April 2020. It replaces all other Star of the South whistleblowing policies.

This Whistleblower Policy applies to the following persons who make a disclosure in accordance with this Whistleblower Policy (who are each a Discloser):

a) Star of the South employees and officers (current and former);

b) contractors or suppliers of goods or services to Star of the South, including their employees (current and former); and

c) relatives (such as a parent, child or sibling), dependants or spouses (including a de facto partner) of an individual referred to at a) or b) above.

Protected matters

Example of protected matters

A Discloser can raise a concern under this Whistleblower Policy where they have reasonable grounds to suspect that the information disclosed concerns a Protected Matter, being misconduct or an improper state of affairs or circumstances in relation to Star of the South or its related bodies corporate.

Protected Matters include any actual or suspected conduct on the part of Star of the South, its related bodies corporate, or employees or officers of Star of the South or its related bodies corporate, that:

a) amounts to misconduct, such as fraud, negligence, default, breach of trust or breach of duty;

b) is dishonest or corrupt, such as bribery;

c) is of an illegal nature, such as theft, drug sale or use, violence, harassment or intimidation, criminal damage to property or other breaches of state or federal law;

d) is a breach of legislation relating to Star of the South’s operations or activities, including the Corporations Act 2001 (Cth) (Corporations Act);

e) is potentially damaging to Star of the South, a Star of the South employee or a third party, such as unsafe work practices, environmental damage, behaviour endangering health or safety, or abuse of Star of the South property or resources;

f) amounts to an abuse of authority;

g) is a serious risk to public health, public safety or the environment;

h) involves victimisation; or

i) amounts to any other misconduct or improper state of affairs or circumstances in relation to Star of the South.

A Discloser does not need to be sure that the information disclosed in a disclosure is true and they will not be penalised if their disclosure turns out to be incorrect. However, a Discloser must not make a report that they know to be false. Where a person makes a false report, this will be considered a serious matter and may result in disciplinary action.

If a Discloser would like further information before making a report, they should contact the Whistleblowing Officer.

Personal work-related grievances

The disclosure of information that amounts to a personal work-related grievance is not generally protected by this Whistleblower Policy and should instead be raised under Star of the South’s Grievance Procedure. A personal work-related grievance is a grievance relating to a person’s current or former employment or engagement that has implications for them personally and does not amount to a Protected Matter.

Examples of personal work-related grievances include interpersonal conflicts between the Discloser and other employees, decisions regarding engaging, transferring or promoting a Discloser and decisions to discipline a Discloser or suspend or terminate the engagement of a Discloser.

A disclosure about a personal work-related grievance may still qualify for protection and should be raised under this Whistleblower Policy if: Whistleblowing Procedure

a) it includes information about a Protected Matter;

b) the disclosure has significant implications for Star of the South or suggests misconduct beyond a Discloser’s personal circumstances;

c) the disclosure suggests the entity has breached employment or other laws punishable by imprisonment for a period of 12 months or more; or

d) the Discloser suffers from or is threated with detriment for making a disclosure.

Anonymity

A disclosure about a Protected Matter may be made anonymously under this Whistleblower Policy. As part of this, a person may choose to remain anonymous while making a disclosure, over the course of any investigation and after any investigation is finalised.

A Discloser may refuse to answer questions if they feel that the answer could reveal their identity at any time.

Star of the South has adopted processes to help protect a Discloser’s anonymity, including allowing pseudonyms to be used for the purposes of making disclosures.

Who can a protected matter be disclosed to?

Disclosing

Star of the South has several options available for a Discloser to make a report about a Protected Matter.

In particular, if a Discloser becomes aware of a Protected Matter, it can be reported to:

a) Paul Dixon, CFO Company Secretary (the Whistleblowing Officer);

b) the Chair of Star of the South's Board of Directors.

To assist Star of the South to address the report, a Discloser should provide as much information as possible, including:

• Who was involved, including any witnesses;

• What happened, including details of the Protected Matter and any evidence they may have or are aware of (such as documents);

• When the Protected Matter took place or is likely to take place, including specific dates and times;

• Where the Protected Matter took place or is likely to take place, including all geographic locations and address details;

• Why the Protected Matter occurred or may occur in their opinion, including whether there are any breaches of controls; and

• Whether they have taken any steps to date to report the matter elsewhere.

External disclosure details

If a Discloser would prefer, they can make a report to the Chair of Star of the South’s Board of Directors.

The Chair can be contacted at whistleblower@starofthesouth.com.au.

Investigations

Star of the South’s response to a report will vary depending on the nature of the disclosure (including the amount of information provided).

The Whistleblowing Officer (or another person to whom a disclosure is referred in accordance with this Whistleblower Policy) is authorised to review each report and determine (based on any necessary preliminary inquiries) whether the report concerns a Protected Matter and if an investigation is necessary or appropriate in the circumstances. It may not be possible to investigate a report if Star of the South is not able to contact a Discloser to obtain sufficient information.

Where an investigation is appropriate and possible, an investigation officer (who may be internal or external to Star of the South) will be appointed to investigate the matter in a manner that is impartial to both the Discloser and the person(s) or business area reported.

The objective of an investigation is to determine whether there is enough evidence to substantiate the matters reported. The investigation officer is responsible for inquiring into the reported allegations and determining whether they are substantiated, partly substantiated, not able to be substantiated, or unsubstantiated. Although the investigation officer has ultimate discretion to determine the way a report is dealt with under this Whistleblower Policy, an investigation will typically involve:

a) gathering evidence, which may include interviewing the person who made the report (where they have disclosed their identity), any person(s) allegedly involved in the Protected Matter and any witnesses; and

b) any employees allegedly involved in the reported Protected Matter being afforded the opportunity to respond to the allegations as and when required by principles of procedural fairness.

Practically, the investigation officer may be able to investigate a matter more thoroughly or ably if a Discloser clearly consents to the disclosure of their identity (or information likely to lead to your identification) during the investigation. Where possible, the investigation officer may discuss this with a Discloser, taking into account their particular circumstances.

The timeframe for conducting investigations will differ depending on the nature of the disclosure, including its complexity, however, all disclosures will be investigated as promptly as is reasonably practicable.

The Discloser will be provided with regular updates, assuming the Discloser can be contacted. The frequency and timeframe of updates may vary depending on the nature of the disclosure.

The method for documenting and reporting the findings of an investigation will depend on the nature of the report. Any report prepared in relation to an investigation may be provided to a decision-maker in relation to the matter, subject to applicable confidentiality requirements, and remains the property of Star of the South. It will not be provided to a Discloser or any other person to whom a report relates.

While Star of the South may communicate the findings of an investigation to a Discloser or a person the subject of a report in its absolute discretion, it may not always be appropriate to communicate details of the outcomes of any investigation having regard to confidentiality and privacy considerations.

Employees who are involved in an investigation may access Employee Assistance Program (EAP) counselling services.

Where an investigation identifies misconduct or other inappropriate conduct, Star of the South may take appropriate disciplinary action in its discretion. This may include, but is not limited to, terminating or suspending the employment or engagement of a person(s) involved in any such conduct.

If an investigation finds that criminal activity is likely to have occurred, the matter may be reported to the police and / or other regulatory authorities by the relevant area within Star of the South.

Confidentiality

Star of the South’s priority is to support and protect people who raise concerns about a Protected Matter.

If a Discloser raises a concern regarding a Protected Matter, their identity (and any information that Star of the South has because of their report that someone could likely use to identify them) will only be disclosed if:

a) the Discloser consents to the disclosure of that information;

b) the disclosure is allowed or required by law (for example, disclosure by Star of the South to a lawyer to obtain legal advice in relation to the whistleblower protections that apply under law); and/or

c) in the case of information likely to identify a Discloser, it is reasonably necessary to disclose the information for the purposes of an investigation, but their identity is not disclosed and all reasonable steps are taken by Star of the South to prevent someone from identifying them.

As part of an investigation, this information may need to be disclosed to people such as:

a) the Chief Executive Officer or the Chairperson of the Board ;

b) delegates to HR or other managers to make inquiries or to conduct investigations or order external investigations as is deemed appropriate; and

c) disclosures to respondents to complaints to ensure that the person/s against whom allegations are made are given the opportunity to respond to any allegations.

If a Discloser does not consent to the limited sharing within Star of the South of their identity and the information provided by them as needed, this may limit Star of the South’s ability to progress their report and to take any action in relation to their disclosure.

Star of the South will take steps to protect a Discloser’s identity (and any information in their report that is likely to identify them), including by limiting access to information relating to their report and carefully reviewing and potentially de-identifying certain aspects of their report as necessary.

It is noted that the identity of a Discloser may be deduced without there having been a breach of confidentiality or the provisions of this Whistleblower Policy with respect of anonymity, for example, if the nature of the Protected Matter points to one person having made it or the Discloser has told other people about the matters the subject of their report.

If a Discloser believes that the confidentiality obligations outlined in this section have not been complied with, they should immediately report this to the Whistleblowing Officer (see section 5) or an investigation officer if one has been appointed (see section 6). Any breach of these confidentiality protections may result in disciplinary action (up to and including termination of employment or engagement).

Victimisation prohibited

Star of the South is committed to protecting Disclosers who raise a concern about a Protected Matter.

Star of the South will not tolerate any acts of detrimental conduct against a Discloser who has reported a Protected Matter, has assisted another employee in reporting a Protected Matter, or has participated in an investigation into a Protected Matter.

Any acts of detrimental conduct are themselves acts of misconduct, which will be dealt with under the Star of the SouthGrievance Procedure and may result in disciplinary action (up to and including termination of employment or engagement).

Further information about protections for whistleblowers under Australian law appears in be Star of the South below.

Examples of detrimental conduct

Detrimental conduct can take the form of:

• dismissing an employee;

• injuring an employee in his or her employment;

• altering an employee’s position or duties to his or her disadvantage;

• discrimination between an employee and other employees of Star of the South;

• harassment or intimidation of a person; or

• any form of disciplinary action.

Examples of conduct that is not detrimental conduct and is not in breach of this Whistleblower Policy include:

• administrative action that is reasonable for the purpose of protecting a Discloser from detriment; or

• managing a Discloser’s unsatisfactory work performance if the action is in line with Star of the South’s performance management framework.

Some of the steps that may be taken by Star of the South to protect Disclosers from detrimental treatment may include:

• monitoring and managing the Discloser’s treatment in the workplace;

• providing a mechanism for Disclosers to lodge complaints if they believe their identity has been improperly disclosed or if they believe that they have been subject to victimisation;

• implementing investigation processes where appropriate;

• taking appropriate disciplinary action against any employees or contractors that breach the victimisation or confidentiality provisions of this Whistleblower Policy; and

• providing support services.

Star of the South will look for ways to support all Disclosers who raise a concern, but it will not be able to provide non-employees with the same type and level of support that it provides to its employees. Where this Whistleblower Policy cannot be applied to non-employees, Star of the South will still seek to offer as much support as reasonably practicable.

Fair treatment

Star of the South intends to support Disclosers making disclosures about Protected Matters and to put in place procedures to promote fair treatment of Disclosers. Equally, Star of the South intends to ensure the fair treatment of persons who are the subject of a report.

This can be achieved by:

a) handling disclosures confidentially, where practical and appropriate in the circumstances;

b) ensuring each disclosure is subject to an assessment and, where appropriate, an investigation that is impartial;

c) ensuring secure record keeping processes that restrict information contained in disclosures about Protected Matters to those persons who may receive such information pursuant to this Whistleblower Policy; and

d) giving any employees allegedly involved in the reported Protected Matter an opportunity to respond to the allegations as and when required by principles of procedural fairness.

Access to this policy

This Whistleblower Policy will be made available to all Star of the South employees and officers by the following means:

a) on implementation, this Whistleblower Policy will be communicated to all employees and officers by way of email;

b) this Whistleblower Policy will otherwise be disclosed to employees and officers on commencement of employment; and

c) to ensure that persons outside of Star of the South can access this Whistleblower Policy, the Whistleblower Policy will also be published on Star of the South’s website.

This Whistleblower Policy will be made available to consultants and contractors during induction and on the Star of the South website.

Reporting

The Star of the South Board will receive summary information in relation to concerns raised under this Whistleblower Policy on quarterly basis, including metrics on disclosures made. This may include, for example, a summary of the number, nature and outcome of matters that have been raised under this Whistleblower Policy. The Board may also be provided with additional information about any material incidents raised. Information received by the Board will be de-identified as required.

Breaches of this Whistleblower Policy

All employees, officers and contractors of Star of the South are required to comply with this Whistleblower Policy at all times as well as the additional Australian requirements set out in Annexure A to this Whistleblower Policy.

Non-compliance with this Whistleblower Policy or applicable whistleblower laws may result in disciplinary action up to and including termination of employment or termination of a contractor’s services.

General

This policy may be varied, amended, replaced or terminated from time to time and at any time at the absolute discretion of Star of the South.

This policy is not intended to create any contractually binding obligation on Star of the South and does not form part of any contract of employment or other contract for engagement with Star of the South.

Whistleblower Protections under Australian law

How will I be protected if I raise a concern?

Star of the South protects the confidentiality of whistleblowers who raise concerns. We do this by limiting how both your identity and information that is likely to lead to your identification is shared. Your identity will be kept confidential to the fullest extent possible and only shared as permitted by you or by law.

Star of the South also protects whistleblowers from detriment caused because they raised a concern or plan to raise a concern. We do not tolerate anyone threatening to cause or causing detriment to you because of your desire or decision to raise a concern. Doing so is taken seriously by Star of the South and may lead to disciplinary action.

In certain circumstances, these protections will also be enforceable under the Corporations Act or the Tax Administration Act (where a report relates to a breach of Australian tax law or tax-related misconduct).

When will I be protected?

You will be qualify for protection under this policy and the Corporations Act (and the Tax Administration Act, where applicable) if you are an eligible whistleblower and you raise a concern with one of the eligible recipients nominated in this policy or to another eligible recipient of a disclosable matter under the Corporations Act or Tax Administration Act, which includes:

• a director, officer or senior manager of Star of the South;

• an auditor, or a member of the audit team conducting an audit of Star of the South;

• an actuary of Star of the South (excluding in relation to tax-related disclosable matters);

• ASIC or APRA, or the Commissioner of Taxation for tax-related matters where it may assist the Commissioner to perform their statutory functions and duties; or

• a legal practitioner, for the purpose of obtaining legal advice or legal representation in relation to your concern.

In limited circumstances, certain "public interest" or "emergency" disclosures to journalists and members of Commonwealth, state or territory parliament are also protected by law. Certain steps need to be taken before a “public interest” or “emergency” disclosure can be made to one of these people and it is important that you understand these. For example, you must have previously made a disclosure to ASIC, APRA or another prescribed body before you can make a “public interest” or “emergency” disclosure and, in the case of a “public interest” disclosure, at least 90 days must have passed since the previous disclosure. Please contact the Whistleblowing Officer if you would like more information about “emergency” and “public interest” disclosures.

What should I do if a protection is breached?

Star of the South takes any breach of these protections seriously. Where you believe a breach has occurred, you should raise a concern with the Whistleblowing Officer.

Where your report is about how your concern was handled, you should raise your concern with the Whistleblowing Officer or, if that person is implicated in your concern, the Chair of the Star of the South Board.

If you suffer detriment because you have or propose to raise a concern, you may be entitled to compensation or other remedies in some circumstances under law.

Is anything not covered?

Protections under this policy and the Corporations Act or Tax Administration Act generally do not apply to personal work-related grievances. These are usually reports which relate to your employment. Instead, these matters should be raised with the HR Manager.

However, this policy will still apply in some circumstances, such as where your concern:

• relates to any detriment caused to you as a result of raising a concern regarding disclosable conduct;

• relates to breaches of a law of the Commonwealth, including that punishable by 12 months imprisonment or more, or represents a danger to the public or the financial system; or

• has significant implications for Star of the South.

Where in doubt, you should make your report to the Whistleblowing Officer. They will make sure your report is dealt with under the right policy.