1.1 Levon Resources Ltd. (the “Corporation”) is committed to the highest possible standards of accountability and openness in all of its affairs. The Corporation is determined to maintain a culture of honesty, accuracy, fairness, transparency, responsibility, and opposition to wilful misconduct and concealment.
1.2 The purpose of this whistleblowing policy is:
- to explain how employee can submit questions and reports (each a “report” without fear of reprisal or retaliation;
- to provide recourse to employees in respect of good faith concerns regarding the Corporation’s accounting policies and procedures; and
- to encourage good faith reports of all allegations of misconduct.
1.3 All of the Corporation’s employees are encouraged to report either orally or in writing to their immediate supervisor, or alternate line of authority as hereinafter described, all evidence of activity by a Corporation department or employee that may constitute:
- corporate fraud;
- unethical business conduct;
- questionable accounting or auditing practices; or
- a violation of provincial or federal securities laws.
2. Reporting Procedure
2.1 Any employee who wants to report evidence of alleged improper activities as described in section 1.3 should contact his or her immediate supervisor, or such supervisor’s manager. In instances where the employee is not satisfied with the supervisor or manager’s response, or is uncomfortable for any reason addressing such concerns to his or her supervisor or manager of such supervisor, the employee may contact the General Counsel. If the employee is uncomfortable for any reason contacting the General Counsel, the employee may contact the Chair of the Audit Committee of the Board of Directors.
2.2 The contact information for the Chair of the Audit Committee and General Counsel are as follows:
Edward Karr, Chair of the Audit Committee
Direct Line: +41 22 737 2660
Neville McClure, General Counsel
Stikeman Elliott LLP Barristers & Solicitors
Direct Line: 604 631 1324
2.3 Employees are encouraged to provide as much specific information as possible including names, dates, places and events that took place, the employee’s perception of why the incident(s) may be a violation, and what action the employee recommends, be taken.
2.4 An employee may request that a report be handled as confidentially as possible under the circumstances, and the Corporation will handle all such reports with discretion and with due regard for the privacy of the reporting employee. There are, however, certain circumstances where disclosure may be required and confidentiality cannot be guaranteed.
2.5 Employee are free to make anonymous reports, with the understanding that any investigation may be hampered due to the inability to identify the employee in order to obtain a full and complete account of relevant and necessary facts from the employee or to ask additional questions to seek clarification as any investigation proceeds.
2.6 If an allegation is made in good faith, whether or not it is confirmed by the investigation, no action will be taken against the originator.
3.1 Retaliation against any person who voices a concern, files a report, or participates in any subsequent related investigation is prohibited.
3.2 Employees found to have engaged in retaliatory behaviour may be subject to discipline up to and including termination.
3.3 Any employee who believes that he or she is being retaliated against for making a report should immediately bring it to the attention of his or her supervisor, or such supervisor’s manager, for immediate investigation. In instances where the employee is not satisfied with the supervisor or manager’s response, or is uncomfortable for any reason addressing such concerns to his or her supervisor or manager of such supervisor, the employee may contact the General Counsel, the Chair of the Governance & Nominating Committee for immediate investigation.
4.1 For all issues raised pursuant to section 2, the action taken by the Corporation will depend on the nature of the concern. The matters raised may:
- be investigated internally by Management, by the Board of Directors, or the appropriate Committee of the Board of directors; or
- be referred to the police or the appropriate regulatory authority.
4.2 Within five business days of a report being received, the General Counsel or designated officer will communicate with the complainant:
- acknowledging that the report has been received;
- indicating how he or she proposes to deal with the matter;
- giving an estimate of how long it will take to provide a final response;
- telling him or her whether any initial enquiries have been made; and
- telling him or her whether any further investigation will take place, and if not, why not.
4.3 The Corporation acknowledges that those people who reported the alleged fraud or corruption need to be assured that the matter has been properly addressed. Thus, subject to legal constraints and confidentiality of human resources matters generally, the Corporation will provide the complainant with information about the outcomes of any investigation.
5.1 This whistle-blowing policy will be reviewed at least annually or after each use. Any proposed changes will be submitted to the Audit Committee for approval.