Ireland Whistleblowing Policy

Introduction

The Company is committed to conducting its business with honesty and integrity and expects its staff to maintain high standards. Any suspected wrongdoing should be reported as soon as possible.

What is whistleblowing?

Whistleblowing is the reporting of information which a whistleblower reasonably believes tends to show that a relevant wrongdoing has, or may have, occurred or is likely to occur in relation to the activities of the Company, and this information came to the whistleblower’s attention in a work-related context.

What is a relevant wrongdoing?

A relevant wrongdoing is an offence; a miscarriage of justice; unlawful or improper use of public funds; the health and safety of any individual is at risk; damage to the environment; a breach or unlawful act or omission relating to EU law in public procurement, financial services, products and markets, prevention of money laundering and terrorist financing, product safety and compliance, transport safety, protection of the environment and nuclear safety, food and feed safety and animal health and welfare, public health, a failure to comply with any legal obligation; protection of privacy and personal data, protection of security of network and information systems, or consumer protection; and the concealment or destruction of any information tending to show any matter falling within this definition.

To whom does this policy apply?

For the purposes of this policy, a whistleblower may be an employee, former employee, officer, consultant, contractor, shareholder, member of any administrative, management or supervisory body of the Company, agency workers, on work experience, volunteer, job applicants or those otherwise engaged in pre-contractual negotiations.

Individual matters

Any complaint about an individual’s contract of employment or other contract to personally perform any work or services and inter-personal matters or grievances which exclusively concern the person making the complaint are not relevant wrongdoings. Any such complaints by employees may instead be dealt with in accordance with the Company’s Grievance Procedure.

Protection against Penalisation

The Company encourages openness and will support whistleblowers who raise genuine, reasonably held concerns under this policy, even if they turn out to be mistaken. Whistleblowers should feel able to voice whistleblowing concerns openly and must not suffer any penalisation or threatened penalisation as a result of raising a genuine and reasonably held concern even if that concern turns out to be unfounded. Penalisation includes suspension/lay-off/dismissal, disciplinary action, demotion, lost opportunity for or withholding of promotion, change of duties, place of work, salary or working hours, discrimination, harassment, intimidation, ostracism, blacklisting or threats or other unfavourable treatment arising from raising a concern or making a report in accordance with this policy.

If the whistleblower believes that they have suffered any such treatment, they should inform their manager immediately. Where a whistleblower is not an employee of the Company or where the whistleblower believes their manager has subjected them to such treatment, they should inform the Global Head of Employee Relations.

Employees must not threaten or retaliate against whistleblowers in any way. If an employee is involved in such conduct, they may be subject to disciplinary action. If, however the Company concludes that a whistleblower has made false allegations maliciously or with a view to personal gain, the whistleblower may be subject to disciplinary action. It is also an offence to make a report using information which the person who made the report knows to be false.

Confidentiality and Anonymous Reports

In the course of managing any report made in accordance with this policy, the identity of the whistleblower will be kept confidential unless explicit consent is obtained from the whistleblower, save as required to ensure compliance with the provisions of the Protected Disclosures Act 2014 or as otherwise required by law. The Company will make every effort to ensure the whistleblower is notified, in writing, in advance that their identity may need to be disclosed, unless doing so would jeopardise the effective investigation into the report or any related legal proceedings. The Company will also endeavour to protect the confidentiality of any persons referred to in the disclosure.

Completely anonymous reports are often difficult to investigate. The Company will try to investigate any anonymous report it receives via the reporting channels outlined in the next section but it may not be possible to do so.

Where a report is made anonymously, it may not be possible for the Company to provide feedback to the whistleblower.

Internal Reporting Procedure

Whistleblowers should raise their concerns with either a member of the HR team or make a report using the Bloomberg Ethics Hotline available at https://Bloomberg.com/hotline or by calling one of the toll-free numbers listed on that website.

A report should specify all relevant facts known to the whistleblower including what is thought to have occurred, when it occurred, where it occurred, who was involved, any supporting information or documentation available, whether it has been raised before and if so, what action was taken, if any.

We will identify who will investigate the matter (the “designated person”).

Reports may be made orally or in writing or both. In the case of an oral report or if requested by the whistleblower, an in-person meeting will be arranged with HR or the designated person.

The designated person will carry out an initial assessment of the report. They may request further information from the whistleblower to assist with this assessment and provide any feedback available. A meeting will be arranged as soon as possible to discuss the whistleblower’s concern. The whistleblower may bring a colleague or relevant trade union representative to any such meeting. The companion must respect the confidentiality of the whistleblower’s report and any subsequent investigation.

If the designated person considers that there is no evidence of a relevant wrongdoing after carrying out the initial assessment, the designated person will inform the whistleblower and give them the reasons for this decision in writing.

If the designated person considers that there is evidence of a relevant wronging, they will take such action as appropriate in light of the nature and seriousness of the matter.

The designated person will update the whistleblower in respect of their report within three months from when it is acknowledged. The whistleblower may request further updates every three months if the matter is not closed within the initial three-month period.

The Company will process a whistleblower’s personal information provided as part of their report, but only for the purpose of investigating the report made. The designated person will ensure that appropriate records of the report and outcome of the internal procedure are maintained in accordance with the Global Employee Privacy Notice contained in the Global Resource and Information Code Guide available on HR <GO>.

External Reports

The law recognises that in some circumstances it may be appropriate for a whistleblower to make a report to an external body. The Company strongly encourages all whistleblowers to seek advice, for example, from their manager or the HR team, before reporting externally to ensure that the whistleblower will enjoy the protections of the Protected Disclosures Act 2014.

A whistleblower can make a report to a prescribed person or the Protected Disclosures Commissioner in accordance with the Protected Disclosures Act 2014 if they reasonably believe that the information being disclosed and any allegations contained therein are substantially true. A list of prescribed persons is available on gov.ie.

In the case of a report to a prescribed person, the whistleblower must also reasonably believe that the relevant wrongdoing falls within the description of matters in respect of which the person is prescribed.

Each prescribed person and the Protected Disclosures Commissioner outline on their respective websites how to report to them.