Knight Frank is committed to the highest standards of probity and accountability in relation to anti-bribery, corruption and ethical conduct. Accordingly, it is expected that all employees and anyone with whom Knight Frank conducts business who have serious concerns about these issues come forward and voice those concerns.
Purpose of this policy
The Corporations Act 2001 (Cth) (‘Corporations Act’) contains a consolidated whistleblower protection regime for Australia’s corporate sector. Knight Frank Australia Pty Ltd (and its related bodies corporate) (‘Knight Frank’) is bound by this regime which requires large proprietary companies to implement a whistleblower policy and to make the policy available to all officers, employees and external disclosers. This policy is supported by other processes and procedures which are detailed below.
This policy is intended to be a practical tool to help Knight Frank identify wrongdoing by encouraging and enabling individuals to raise serious concerns in a safe and secure environment. Knight Frank encourages its employees and non-employees to have the confidence to speak up if they are aware of possible wrongdoing.
This policy aims to:
(a) help to deter wrongdoing in line with Knight Frank’s risk management and corporate governance framework;
(b) encourage more disclosures of wrongdoing;
(c) ensure individuals who disclose wrongdoing can do so safely, securely and with confidence that they will be protected and supported;
(d) ensure that disclosures are dealt with appropriately and in a timely manner;
(e) provide transparency around Knight Frank’s framework for receiving, handling and investigating disclosures;
(f) support Knight Frank’s values; and
(g) meet Knight Frank’s legal and regulatory obligations.
Who does this policy apply to?
A number of legal protections are available to disclosers who qualify for protection as a whistleblower who are ‘eligible whistleblowers’ – (see below for definition) under the Corporations Act. These protections are:
(a) identity protection (confidentiality);
(b) protection from detrimental acts or omissions;
(c) compensation and other remedies; and
(d) civil, criminal and administrative liability protection.
The protections in the Act not only apply to internal disclosures but to disclosures to legal practitioners, regulatory and other external bodies and public interest and emergency disclosures that are made in accordance with the Corporations Act. Disclosures can be made anonymously and still be protected under the Corporations Act.
To qualify for these protections, an individual must be an ‘eligible whistleblower’ as defined in the Corporations Act and:
(a) have made a disclosure of information relating to a ‘disclosable matter’ directly to an ‘eligible recipient’ or to ASIC, APRA or another Commonwealth body prescribed by the regulations;
(b) have made a disclosure to a legal practitioner for the purposes of obtaining legal advice or legal representation about the operation of the whistleblower provisions in the Act; or
(c) have made an emergency disclosure or public interest disclosure (see below for further information regarding these types of disclosures).
An ‘eligible whistleblower’ is an individual who is, or has been, any of the following in relation to Knight Frank:
(a) an officer or employee of Knight Frank (e.g. current or former employees who are permanent, part-time, fixed-term or temporary, interns, secondees, managers and directors);
(b) a supplier of services or goods to Knight Frank (whether paid or unpaid) including their employees (e.g. current and former contractors, consultants, service providers and business partners);
(c) an associate of Knight Frank; and
(d) a relative, dependent or spouse of any of the individuals mentioned above.
What type of matters does this policy apply to?
The types of disclosures (‘disclosable matters’) that qualify for protection under the Corporations Act and can be reported under this policy are:
(a) information that the discloser has reasonable grounds to suspect concerns misconduct or an improper state of affairs or circumstances in relation to Knight Frank;
(b) information that the discloser has reasonable grounds to suspect Knight Frank (including its employees and officers) have engaged in conduct that may constitute an offence against, or a contravention of, a provision of any of the following:
(i) the Corporations Act;
(ii) the Australian Securities and Investments Commission Act 2001;
(iii) the Banking Act 1959;
(iv) the Financial Sector (Collection of Data) Act 2001;
(v) the Insurance Act 1973;
(vi) the Life Insurance Act 1995;
(vii) the National Consumer Credit Protection Act 2009;
(viii) the Superannuation Industry (Supervision) Act 1993;
(c) constitutes an offence against any other law of the Commonwealth that is punishable by imprisonment for a period of 12 months or more;
(d) conduct which presents a significant risk to public safety or the stability of the financial system; or
(e) is prescribed by regulation.
‘Misconduct’ includes fraud, negligence, default, unlawful conduct, breach of trust or breach of duty.
Examples of disclosable matters include (without limitation):
(a) fraud, money laundering or misappropriation of funds;
(b) offering or accepting a bribe
(c) financial irregularities;
(d) failure to comply with, or breach of legal or regulatory requirements;
(e) illegal conduct such as theft, dealing in, or use of illicit drugs, violence or criminal damage against property; and
(f) engaging in or threatening to engage in detrimental conduct against a person who has made a disclosure or is believed or suspected to have made, or be planning to make, a disclosure.
It is important to note that:
(a) a discloser can still qualify for protection even if their disclosure turns out to be incorrect following investigation;
(b) disclosable matters may include conduct that may not involve a contravention of a particular law; and
(c) information that indicates a significant risk to public safety or the stability of or confidence in the financial system is also a disclosable matter, even if it does not involve a breach of a particular law.
Public Interest and Emergency Disclosures
Certain disclosures can be made to journalists or parliamentarians on public interest or emergency grounds and qualify for protection.
A ‘public interest disclosure’is the disclosure of information to a journalist or a parliamentarian, where:
(a) at least 90 days have passed since the discloser made the disclosure to ASIC, APRA or another Commonwealth body prescribed by regulation;
(b) the discloser does not have reasonable grounds to believe that action is being, or has been taken, in relation to their disclosure;
(c) the discloser has reasonable grounds to believe that making a further disclosure of the information is in the public interest; and
(d) before making the public interest disclosure, the discloser has given written notice to the body to which the previous disclosure was made that:
(i) includes sufficient information to identify the previous disclosure; and
(ii) states that the discloser intends to make a public interest disclosure.
An ‘emergency disclosure’ is the disclosure of information to a journalist or parliamentarian, where:
(a) the discloser has previously made a disclosure of the information to ASIC, APRA or another Commonwealth body prescribed by regulation;
(b) the discloser has reasonable grounds to believe that the information concerns a substantial and imminent danger to the health or safety of one or more persons or to the natural environment;
(c) before making the emergency disclosure, the discloser has given written notice to the body to which the previous disclosure was made that:
(i) includes sufficient information to identify the previous disclosure; and
(ii) states that the discloser intends to make an emergency disclosure; and
(d) the extent of the information disclosed in the emergency disclosure is no greater than is necessary to inform the journalist or parliamentarian of the substantial and imminent danger.
It is important to understand the criteria for making a public interest or emergency disclosure. In particular, a disclosure must have previously been made to ASIC, APRA or a prescribed body and written notice provided to the body to which the disclosure was made. In the case of a public interest disclosure, at least 90 days must have passed since the previous disclosure.
A discloser should contact an independent legal adviser for legal advice before making a public interest disclosure or an emergency disclosure.
What type of matters are not covered by this policy?
Disclosures that relate solely to personal work-related grievances, and that do not relate to detriment or threat of detriment to the discloser are not covered by this policy and do not qualify for protection under the Corporations Act.
Personal work-related grievances are those that relate to the discloser’s current or former employment and have, or tend to have, implications for the discloser personally, but do not:
(a) have any other significant implications for Knight Frank (or a related body corporate); or
(b) relate to any conduct, or alleged conduct, about a disclosable matter.
Examples of these matters may include:
(a) interpersonal conflicts between the discloser and another employee of Knight Frank;
(b) a decision that does not involve a breach of workplace laws;
(c) a decision about the engagement, transfer or promotion of the discloser;
(d) a decision about the terms and conditions of engagement of the discloser; or
(e) a decision to suspend or terminate the engagement of the discloser, or otherwise to discipline the discloser.
Although these matters do not qualify for protection under the Corporations Act, such disclosures may be protected under other legislation such as the Fair Work Act 2009 (Cth).
In some instances, however, a personal work-related grievance may still qualify for protection if:
(a) it includes information about misconduct, or information about misconduct includes or is accompanied by a personal work-related grievance (mixed report);
(b) Knight Frank has breached employment or other laws punishable by imprisonment for a period of 12 months or more, engaged in conduct that represents a danger to the public, or the disclosure relates to information that suggests misconduct beyond the discloser’s personal circumstances;
(c) the discloser suffers from or is threatened with detriment for making a disclosure; or
(d) the discloser seeks legal advice or legal representation about the operation of the whistleblower protections under the Corporations Act.
Knight Frank’s procedure for handling and investigating a disclosure
How to make a disclosure
Disclosures must be made directly to a member of the Knight Frank Whistleblowing Risk & Compliance Team to be able to qualify for protection as a whistleblower under the Corporations Act. The Whistleblowing Risk & Compliance Team consists of:
Person responsible for investigating a concern.
Partner, Head of Legal Legal, Risk & Compliance
Tel: 03 9604 4700
Whistleblower Protection Officer (WPO)
Person who provides practical support to a whistleblower during an investigation.
Associate Director, Legal Counsel,
Legal, Risk & Compliance
Tel: 02 6221 7860
Person eligible to receive a report.
Chief Executive Officer
Tel: 02 9036 6694
A concern may be raised either verbally or in writing in the first instance, anonymously and/or confidentially, securely and outside of business hours. A discloser may choose to remain anonymous while making a disclosure, during the course of the investigation and after the investigation is finalised. A discloser may refuse to answer questions that they feel could reveal their identity at any time, including during follow up conversations. Knight Frank recommends that if a discloser wishes to remain anonymous, then they are encouraged to maintain ongoing two-way communication with the Whistleblowing Risk & Compliance Investigator so that they can ask follow-up questions or provide feedback.
If a discloser does not feel comfortable making a disclosure internally, or feels it is inappropriate to do so then it is possible to escalate the disclosure anonymously through a dedicated, confidential whistleblowing hotline. The hotline is available 24 hours a day, 7 days a week and is manned by personnel completely independent of Knight Frank.
The provider of the hotline, EXPOLINK, is a completely independent organisation with impartial staff to handle these types of calls. This means that a discloser’s concerns can be raised in confidence knowing that the report will not be traced or recorded. The information that is provided to EXPOLINK will initially be passed on to the Whistleblowing Risk & Compliance Team who will act on it without compromising the individual making the report in any way. EXPOLINK provides the individual making the report with a unique code number to make it easy for them to phone back with more information if they wish.
Details about the EXPOLINK hotline and web reporting tool are set out in Appendix A to this policy.
Where it is appropriate, in addition to the avenues above, the following types of people can provide advice on or receive an eligible disclosure that qualifies for protection under certain circumstances:
(a) Legal practitioners;
(b) The police or other regulatory or law enforcement bodies such as ASIC, APRA or the ATO;
(c) Journalists; or
(d) Member of Commonwealth, State or Territory parliaments.
How Knight Frank will handle and investigate a disclosure
Once a disclosure has been made, the Whistleblowing Risk & Compliance Investigator will need to assess each disclosure to determine whether:
(a) it qualifies for protection; and
(b) a formal investigation is required.
Knight Frank will assess the risk of detriment to the discloser or any other person in relation to a disclosure as soon as it receives a disclosure (refer to Risk of Detriment Assessment Procedure in Appendix B).
Unless a concern has been raised anonymously, the Whistleblowing Risk & Compliance Investigator will invite the individual who made the report to a meeting to discuss the allegations, usually within 5 working days of the disclosure being received. It may be necessary for further meetings to be held during the investigation. However, Knight Frank may not be able to undertake an investigation if it is unable to contact the discloser.
The Investigator will make every effort to keep the discloser informed as to how the investigations proceed and will (if they can be contacted) provide them with regular updates as to how the investigation is progressing (the frequency and timeframe may however vary depending on the nature of the disclosure) including when the investigation has commenced, while it is in progress and once it has been finalised.
Knight Frank will maintain records and documentation for each stage of the investigation process which will be stored securely. The findings of an investigation will be reported to the Knight Frank Australia Holdings Pty Ltd Board while preserving confidentiality. The method for documenting and reporting the findings will depend on the nature of the disclosure. There may also be circumstances where it may not be appropriate to provide details of the outcome to the discloser.
A discloser may lodge a complaint with a regulator such as ASIC, APRA or the ATO, if they are not satisfied with the outcome of Knight Frank’s investigation.
Support and legal protection for disclosers
Knight Frank is committed to supporting and providing fair treatment to anyone who raises a concern as part of this policy. Knight Frank has in place the following measures and mechanisms for ensuring the fair treatment of individuals mentioned in a disclosure:
(a) disclosures will be handled confidentially, when it is practical and appropriate in the circumstances;
(b) each disclosure will be assessed and may be the subject of an investigation;
(c) the objective of an investigation is to determine whether there is enough evidence to substantiate or refute the matters reported;
(d) when an investigation needs to be undertaken, the process will be objective, fair and independent; and
(e) a discloser who is the subject of a disclosure will be advised about the subject matter of the disclosure as and when required by principles of natural justice and procedural fairness and prior to any actions being taken.
These legal protections apply not only to internal disclosures but also those made externally to legal practitioners, public interest and emergency disclosures made in accordance with the Corporations Act. The protections available are as follows:
Identity protection (confidentiality)
Any concerns raised will be treated in confidence and every effort will be made not to reveal any individual’s identity.
Knight Frank cannot disclose the identity of a discloser or information that is likely to lead to the identification of the discloser (which Knight Frank has obtained directly or indirectly because the discloser made a disclosure that qualifies for protection).
However, in certain circumstances Knight Frank is permitted to disclose the identity of the discloser under the Corporations Act. These exceptions include disclosure:
(a) to ASIC, APRA, or a member of the Australian Federal Police;
(b) to a legal practitioner (for the purposes of obtaining legal advice or legal representation about the whistleblower protections in the Corporations Act);
(c) to a person or body prescribed by regulations; or
(d) with the consent of the discloser.
Disclosures to a legal practitioner for the purposes of obtaining legal advice or legal representation in relation to the operation of the whistleblower protections in the Act are protected, even if the legal practitioner concludes that a disclosure does not relate to a disclosable matter.
Knight Frank cannot disclose information that is likely to lead to the identification of the discloser without the discloser’s consent, unless:
(a) the information does not include the discloser’s identity;
(b) Knight Frank removes all information relating to the discloser’s identity or other information that is likely to lead to the identification of the discloser; and
(c) it is reasonably necessary for investigating the issues raised in the disclosure.
It is illegal for any person to identify a discloser or disclose information that is likely to lead to the identification of the discloser, outside the exceptions in above. A discloser can lodge a complaint about a breach or alleged breach of confidentiality. This can be lodged with Knight Frank directly or a regulator such as ASIC, APRA or the ATO for investigation.
Knight Frank has in place the following procedures for ensuring confidentiality and anonymity of a discloser’s identity where this is requested:
(a) communication with a discloser can be through the anonymous EXPOLINK hotline or anonymous email addresses;
(b) disclosers may adopt a pseudonym for the purpose of their disclosure;
(c) all disclosures will be handled and investigated by senior and qualified staff;
(d) all paper and electronic documents and other materials relating to disclosures will be stored securely;
(e) access to all information relating to a disclosure will be limited to those directly involved in managing and investigating the disclosure (Whistleblowing Risk & Compliance Team);
(f) only a restricted number of people who are directly involved in handling and investigating a disclosure will be made aware of a discloser’s identity (subject to the discloser’s consent) or information that is likely to lead to the identification of the discloser;
(g) communications and documents relating to the investigation of a disclosure will not to be sent to an email address or to a printer that can be accessed by other staff of Knight Frank; and
(h) each person who is involved in handling and investigating a disclosure will be reminded and receive ongoing training about the confidentiality requirements, including that an unauthorised disclosure of a discloser’s identity may be an offence.
Anonymity may not be possible where people may be able to guess a discloser’s identity, for example:
(a) the discloser has previously mentioned to other people that they are considering making a disclosure;
(b) the discloser is one of a very small number of people with access to the information; or
(c) the disclosure relates to information that a discloser has previously been told privately and in confidence.
Protection from detriment
Knight Frank supports whistleblowers and protects them from the following kinds of detrimental conduct, which are prohibited under law. Knight Frank prohibits any person from engaging in conduct that causes detriment to a discloser (or another person) in relation to a disclosure if:
(a) the person believes or suspects that the discloser (or another person) made, may have made, proposes to make or could make a disclosure that qualifies for protection; and
(b) the belief or suspicion is the reason, or part of the reason, for the conduct.
In addition, a person cannot make a threat to cause detriment to a discloser (or another person) in relation to a disclosure. A threat may be express or implied, or conditional or unconditional. A discloser (or another person) who has been threatened in relation to a disclosure does not have to actually fear that the threat will be carried out in order to qualify for protection.
The Corporations Act defines detrimental conduct as including the following:
(a) dismissal of an employee;
(b) injury of an employee in his or her employment;
(c) alteration of an employee’s position or duties to his/her disadvantage;
(e) harassment or intimidation;
(f) harm or injury to a person, including psychological harm;
(g) damage to property or a person’s reputation, business or financial position; or
(h) any other damages to a person.
Administrative action that is reasonable to protect a discloser from detriment is not considered to be detrimental conduct.
A discloser may seek independent legal advice or contact regulatory bodies, such as ASIC, APRA or the ATO if they believe they have suffered detriment.
Knight Frank will implement the following measures to prevent detrimental conduct from occurring to an external discloser:
(a) the Risk of Detriment Assessment Process set out in Appendix B;
(b) ensuring that managers and the Whistleblowing Risk & Compliance Team are aware of their responsibilities to maintain the confidentiality of a disclosure, take proactive action to address any risks of isolation or harassment, manage conflicts and ensure fairness when managing the performance of, or taking other management action relating to a discloser;
(c) procedures on how disclosers can lodge a complaint if they believe they have suffered detriment, and the actions that Knight Frank may take in response to such complaints; and
(d) interventions for protecting a discloser if detriment has already occurred.
Compensation and other remedies
In addition to the above protections, a discloser can seek compensation and other remedies through the courts if:
(a) they suffer loss, damage or injury because of a disclosure; and
(b) Knight Frank failed to take reasonable precautions and exercise due diligence to prevent the detrimental conduct.
Disclosers are encouraged to seek independent legal advice if they have any concerns regarding detrimental conduct, compensation and possible legal remedies.
Civil, criminal and administrative liability protection
A discloser is protected from any of the following in relation to their disclosure:
(a) civil liability (e.g. any legal action against the discloser for breach of an employment contract, duty of confidentiality or another contractual obligation);
(b) criminal liability (e.g. attempted prosecution of the discloser for unlawfully releasing information, or other use of the disclosure against the discloser in a prosecution (other than for making a false disclosure)); and
(c) administrative liability (e.g. disciplinary action for making the disclosure).
These protections do not grant immunity for any misconduct a discloser has engaged in that is revealed in their disclosure.
False reporting or malicious allegations
False reporting or malicious allegations made for whatever reason will be treated very seriously and may lead to disciplinary action.
Accessibility of the policy
This policy is easily accessible on Knight Frank’s website. Knight Frank offers ongoing and regular training to all employees regarding this whistleblower policy, processes and procedures.
Specialist training is offered to Knight Frank employees who have specific responsibilities under this policy.
This policy will be communicated to all members of the Knight Frank Australia network through nominated points of contact and is available to all employees via its intranet, Global Life. It is available to all external disclosers on its website Any queries about how this policy works, what it covers and how a disclosure might be handled should be directed to Knight Frank’s Legal. Risk & Compliance Team, Campbell Flack and Jorgie Gorman who can be contacted:
By Telephone: (03) 9604 4700 / (02) 6221 7860
By Email: Campbell.Flack@au.knightfrank.com / Jorgie.Gorman@au.knightfrank.com
Monitoring and Review
This policy will be reviewed in line with all other Knight Frank policies at least every two years. If there is a business or legislative reason for it to be reviewed more frequently, then this will be conducted by the Legal, Risk & Compliance Team.
The effectiveness of this policy, processes and procedures will be monitored.