Whistleblower Policy
Purpose
Ensure that when a person has reasonable grounds to believe that an employee, manager, or any other person related to the company has committed, or is about to commit, an offence that could harm the company's business or reputation, the person denounces the alleged wrongdoers.
Introduction
Innovation Mining is committed to always conducting its business with honesty and integrity. If, at any time, this commitment is not respected or appears to be in question, Innovation Miningwill endeavor to identify and remedy such situations.
innovation Mining has a duty to take appropriate measures to identify situations where the Company’s business or reputation are at stake, and attempt to remedy them. This policy is intended to:
• Encourage employees, partners, managers, and anyone working for or on behalf of Innovation Mining to raise genuine concerns about wrongdoing without fear of reprisal
• Identify issues of alleged wrongdoing at an early stage so that corrective and preventive action can be taken in a timely and appropriate manner
• To disclose this information or behavior; protecting complainants from reprisals
• Treat all parties to an investigation in a fair and equitable manner
• To ensure confidentiality as much as possible
• Take corrective and disciplinary action if wrongdoing is discovered
It is the duty of all employees, contractual third-parties, or partners to report misconduct or suspected misconduct, including fraud and financial impropriety to the board. This includes misconducts such as but not limited to the following:
• Providing false or misleading information, or withholding material information on Innovation Mining financial statements, accounting, auditing or other financial reporting fraud or misrepresentation
• Pursuit of material benefit or advantage, or unethical business conduct violation of Innovation Mining’s Code of Conduct and Ethics Policy
• Misappropriation or misuse of Innovation Mining's resources such as funds, supplies or other assets
• Unauthorized alteration or manipulation of computer files
• Destroying, altering, mutilating, concealing, covering up, falsifying, or making a false entry in any records that may be connected to an official proceeding, in violation of federal, provincial or state law or regulations or otherwise obstructing, influencing, or impeding any official proceeding, in violation of federal, provincial or state law or regulations
• Violations of federal, provincial, or state laws that could result in fines or civil damages payable by Innovation Mining, or that could otherwise substantially harm DynaVat Gold Mining Technologies 's reputation or public image
• Endangering the health, safety, or well-being of employees and/or the general public
• Harassment and Discrimination
• Forgery or alteration of documents
• Fraud, conflict of interest, collusion, price fixing
• Authorizing or receiving compensation for goods not received or services not performed, or paying for services or goods that are not rendered or delivered
• Authorizing or receiving compensation for hours not worked
• Embezzling, self-dealing, or otherwise obtaining an unlawful private benefit (i.e., DynaVat Gold Mining Technologies assets being used by anyone in the organization improperly for personal gain)
Responsibilities
• Overall authority for this policy sits with the Chief Financial Officer of DynaVat Gold Mining Technologies
• Managers and supervisors have primary responsibility to promote the effective implementation and application of this procedure and to ensure that anyone working for or on behalf of the Company on any project or activity:
• DynaVat Gold Mining Technologies employees understand their responsibility to raise concerns; and is capable of and feel able to raise concerns without fear of reprisals.
• Anyone working for or acting on behalf of the Company on a project or activity is responsible for taking steps to disclose any alleged wrongdoing of which they become aware.
Safeguards
Good Faith Reporting
• Anyone reporting alleged wrongdoing must be acting in good faith and have reasonable grounds for believing the information and should exercise due care to ensure the accuracy of the information disclosed.
• If an individual makes an allegation of wrongdoing in good faith and the allegation is not confirmed by subsequent investigations, no action will be taken against the individual.
• However, if that individual makes an allegation frivolously, or maliciously raises a matter they know to be untrue or without reasonable grounds, or the individual making the allegation is involved in any way in the malpractice, then disciplinary action may be taken against the individual making the allegation.
• This policy is not intended to be the appropriate way to raise personal issues relating to a complainant’s specific job or employment.
Protection
• The Company will treat all disclosures of alleged wrongdoing seriously and ensure anyone who raises a concern in good faith is protected against harassment, retaliation, or adverse employment consequences.
• Any representative of the Company who retaliates against someone who has reported a violation in good faith is subject to discipline, up to and including termination of employment or removal from the Board.
Confidentiality
• DynaVat Gold Mining Technologies will attempt to keep the identity of anyone reporting an alleged wrongdoing confidential.
• In order not to jeopardize the investigation, anyone reporting alleged wrongdoing also will be expected to keep the report confidential.
• In exceptional circumstances and will the approval of the Board of Directors following guidance of counsel, there may be circumstances in which, because of the nature of the investigation or disclosure, it will be necessary to disclose the identity of the complainant.
Procedure for Raising a Concern
1. The Company has an open-door policy and encourages employees and others working for or on our behalf to raise questions, concerns, suggestions, or complaints related to wrongdoing with a manager or supervisor who can address them properly.
2. In the event of a formal complaint, the complainant is encouraged to speak with the following individuals or anyone in management whom the complainant is comfortable approaching:
a. Chief Executive Officer, Duane Nelson, at duane@innovationmining.com, or by mail at Unit 119, 998 Harbourside Drive, North Vancouver, BC, V7P 3T2.
b. Relating to accounting and auditing matters, Chief Executive Officer, Duane Nelson, at duane@innovationmining.com, or by mail at Unit 119, 998 Harbourside Drive, North Vancouver, BC, V7P 3T2.
c. If the complainant is not comfortable speaking with a Company representative, the complainant can contact Innovation Mining's’ third-party representative:
David Gunasekera*
Partner
DuMoulin Black LLP
D | (604) 602-6812
E | dgunasekera@dumoulinblack.com
3. In circumstances of complaints regarding violations or suspected violations by a member of the Board of Directors, the Chair of the Audit Committee (or the Chair of the Board if the member is the Chair of the Audit Committee) shall be responsible for investigating such complaint and such individual shall report his or her findings to the Board of Directors. In circumstances of complaints regarding violations or suspected violations by the Board of Directors as a whole, the Chief Financial Officer shall be responsible for investigating such complaint and the Chief Financial Officer shall report his or her findings to the Board of Directors.
4. A concern may be reported confidentially or may be submitted anonymously. However, complainants who wish to remain anonymous should be aware that anonymous reports are more difficult to act upon, since there may be little evidence upon which to initiate an investigation and the investigator cannot obtain further information from the complainant. It is also difficult to ascertain whether the disclosure was made in good faith.
5. A concern may be reported verbally or in writing. The complainant should provide full details of the concern and, if possible, supporting evidence. The complainant should disclose any personal interest in the matter.
How Reports of Alleged Wrongdoing Are Handled
1. All reports will be taken seriously and will be promptly investigated.
2. A Manager and/or an Investigator will be assigned by the Chief Financial Officer to handle the matter. Both the Manager and/or Investigator will be independent of, and will have had no previous involvement in, the matter. The Manger will recommend a course of action to the Chief Financial Officer, if appropriate.
3. An initial assessment will be conducted to determine whether an investigation is appropriate and the scope and form of investigation, if any, that should take place.
4. The length and scope of the investigation will depend on the subject matter of the concern.
5. For some concerns, it may be more appropriate for the Manager and/or Investigator to take an informal approach to dealing with the matter without need for an investigation. This may occur where there is not sufficient evidence of wrongdoing or the actions of the individual(s) are not serious enough to warrant disciplinary action,
6. The complainant may be asked to provide more information during the investigation.
7. Where, because of investigation, the Company determines that further action is warranted, the Company may take such further steps that it considers appropriate.
Communications with the Complainant
• The complainant will receive an acknowledgement that the complaint was received.
• If a complainant is not satisfied with the actions taken in response to a report of alleged wrongdoing, the complainant should raise the matter with the Chair of the Audit Committee, outlining the reasons for dissatisfaction. If the complainant has asked to remain anonymous, care will be taken to respect this request.
Monitoring and Reviewing
• The Company will maintain a register of complaints received, the results of investigations and the actions taken.
• The register will be reviewed annually by the Audit Committee.
Reporting to the Audit Committee
• During each financial quarter of the Company, the Chief Financial Officer will report to the Audit Committee and to the independent auditor of the Company, in the aggregate, the number, the nature and the outcome of the complaints received and investigated under this Policy. Notwithstanding the foregoing, the Chief Financial Officer shall promptly report to the Audit Committee and the Board any complaint that may have material consequences for the Company.
• At least annually, the Audit Committee shall review this Policy periodically to determine whether this policy is effective in providing appropriate procedures to report violations or suspected violations and recommend to the Board any amendments to this Policy.
Duane Nelson
President & CEO
Innovation Mining Inc.