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NOVA LEAP HEALTH CORP’S WHISTLEBLOWER POLICY
- Whistleblowing is the raising of a concern about a danger, risk, malpractice, or wrongdoing which may affect others. We encourage all Nova Leap employees, consultants, and directors to raise any concerns they might have to someone within the organization who is positioned to investigate and, if appropriate, address the potential problem as soon as possible.
- Examples of concerns that might arise are those related to:
- Accounting irregularities;
- Internal accounting controls;
- Auditing matters;
- Fraud against the Company’s shareholders or other persons;
- Client abuse or negligence; and
- Other legal or regulatory non-compliance.
- The Audit Committee shall designate a Complaints Officer (the “Complaints Officer“) from time to time. The Complaints Officer will be an independent director, and any written notices to the Complaints Officer may be addressed as follows:
Complaints Officer (Independent Director)
Nova Leap Health Corp.
7071 Bayers Road, Suite 5003
Halifax, Nova Scotia
Canada B3L 2C2
- Nova Leap shall make this Whistleblower Policy and the name of the acting Complaints Officer available to all employees, consultants, and directors.
- You may report your concerns to the Complaints Officer, your immediate manager, or a more senior manager (a “Concern Recipient“) either orally or in writing. An immediate manager or senior manager may bring concerns to his or her supervisor or the Complaints Officer for assistance, if appropriate. If the Complaints Officer is implicated in the concern, then the Chief Executive Officer shall act as the complaints officer for the purpose of that report and investigation.
- You may raise your concern confidentially, if you choose. Please note that if your identity is kept confidential, it may be more challenging to investigate the complaint. Nova Leap cannot guarantee that others will not guess your identity in the process of the investigation. If you elect to raise your concern confidentially, the Concern Recipient must ask your permission before disclosing your identity in connection with the complaint, unless required by law. The content of the concern will be disclosed as necessary to ensure your concern is addressed, including disclosure to the Audit Committee or Chair of the Audit Committee.
- Retaliation against individuals who raise concerns will not be tolerated. If you experience retaliation for raising your concern, we ask that you inform a Concern Recipient immediately. Retaliation may include:
- Failure to promote;
- Denial of training;
- Closer monitoring;
- Blocking access to resources;
- Unrequested re-assignment or re-location;
- Disciplinary sanction;
- Bullying or harassment;
- Failure to provide an appropriate reference; or
- Failing to investigate a subsequent concern.
- Anonymous whistleblowing is when a whistleblower raises his or her concern in a way that hides his or her identity. Nova Leap does not encourage anonymous whistleblowing, since anonymity makes it difficult to investigate concerns or protect whistleblowers from retaliation. However, if you do raise your concern anonymously, the Concern Recipient will assess the anonymous information as fully as possible to determine whether there is substance to the concern and whether it can be addressed.
- Concern Recipients will remind you of the confidentiality policy in paragraph 6 and retaliation policy in paragraph 7 upon receiving your report. Further, Concern Recipients will inform you about:
a. Who will handle the concern;
b. How the concern will be handled;
c. Your right to independent legal advice; and
d. Approximately how long the investigation will take.
- If the Complaints Officer determines it appropriate, the Concern Recipient will provide you with an interim report of how the investigation is proceeding and the outcome of the investigation, either orally or in writing. If the Complaints Officer determines it is not appropriate to provide an interim report or the outcome of the investigation, the Concern Recipient will explain this and the reason why. For example, non-disclosure agreements may prevent the Concern Recipient from informing you of the investigation outcome.
- Concern Recipients must summarize and provide all reports received under this Whistleblower Policy to the Complaints Officer. The Complaints Officer must report on the number and nature of whistleblower reports received to the Audit Committee as frequently as such Complaints Officer deems appropriate, but in any event no less frequently than on a quarterly basis prior to the quarterly meeting of the Audit Committee called to approve interim or annual financial statements of the Corporation.
- Upon receipt of a report from the Complaints Officer, the Audit Committee shall discuss the report and take such steps as the Audit Committee deems appropriate.
- Concern Recipients shall retain records of concerns received for a period of six years following resolution of the concern.