Responsibility

Whistleblower Protection

The Legal Rights and Protections for Whistleblowers provided by Australian Laws

1 . A U S T R A L I A N  P O S I T I O N

To encourage individuals to come forward with their concerns and protect them when they do, the Corporations Act 2001 (Cth) and Taxation Administration Act (Cth) gives certain people legal rights and protections as whistleblowers ("Whistleblower Laws").

In particular, where a disclosure is made to certain people, they are required to ensure:
    • your confidentiality and protection of identity; and
    • that you are not subjected to detrimental conduct for making a disclosure or because you could make a disclosure.
Recipients of disclosures who fail to uphold these requirements may be subject to civil and criminal penalties.

2 . WHEN  D O  T H E S E  L E G A L  P R O T E C T I O N S  A P P L Y ?

You may be protected if you meet each of the following criteria:

1) You have reasonable grounds to suspect misconduct or an improper state of affairs or circumstances in relation to General Mills Holding (Australia) Pty Ltd or a related body corporate ("General Mills") and your concern relates to General Mills' Australian operations or to conduct occurring in Australia and includes:
    a) conduct listed at section 3 of the Policy;
    b) breaches of the Corporations Act or Australian Securities and Investments Commission Act 2001 (Cth);
    c) offences against the Commonwealth punishable by imprisonment for 12 months or more; or
    d) conduct that represents a danger to the public or the financial system.

2) You are any individual that is, or has been, any of the following:
    a) an officer or employee of General Mills;
    b) a person who supplies goods or services to General Mills or an employee of that person;
    c) a director or secretary of General Mills;
    d) a director or secretary of a related company of General Mills; and
    e) a relative, dependent or spouse of any of the individuals listed in (a) to (d) above, (collectively referred to as you).

3) You disclose to:
    a) the Ethics Line at 1-800-210-2878 or generalmillsethics.ethicspoint.com;
    b) the Ethics Incident Management Team;
    c) Ethics & Compliance (763-764-6693 or ethics@genmills.com);
    d) General Counsel and Chief Compliance Officer (Richard Allendorf, 763-764-6722 or richard.allendorf@genmills.com);
    e) a senior executive of General Mills;
    f) any board member of General Mills;
    g) a member of an internal audit team or an external auditor conducting an audit of General Mills; or
    h) Australian Securities and Investments Commission ("ASIC"), Australian Prudential Regulation Authority ("APRA"), the Commissioner of Taxation or another Commonwealth body prescribed by regulation, (each an "Eligible Recipient").

4) You have reasonable grounds to suspect that the information you disclose concerns misconduct, an improper state of affairs or circumstances in relation to General Mills.

If you meet the above criteria, protections will be available to you even if:

    a) you report anonymously; or
    b) your report turns out to be incorrect.

You will also be protected if you make a disclosure to a lawyer (but not a lawyer who works at General Mills) to obtain legal advice about relevant protections, even if the lawyer advises that the protections are not available.

3 . WH A T  A R E  T H E  P R O T E C T I O N S  A V A I L A B L E ?

1) Confidentiality and anonymity

If you meet the requirements at 2 above, your identity and information likely to lead to your identity cannot be disclosed without your consent or:
    • where it is reasonably necessary for us to disclose identifying information to be able to
    • investigate a report, so long as we take all reasonable steps to reduce the risk that you will be identified as a result;
    • we disclose to the Australian Federal Police, ASIC or APRA; or
    • we disclose to a lawyer for the purpose of obtaining legal advice or representation in relation to the whistleblower laws.

We are committed to protecting your confidentiality. We do so through a number of processes and procedures, including the following:
    • all paper and electronic materials relating to your disclosure are stored securely; and
    • access to information relating to your disclosure including your identity is limited to those directly involved in managing and investigating the disclosure.

2) Detrimental Conduct

We have a no tolerance approach to the detrimental treatment of whistleblowers and detrimental conduct is forbidden by law. Detrimental conduct includes dismissal, injury of an employee or their employment, demotion, harassment or intimidation, discrimination between employees, disciplinary action, bias, threats, physical or psychological harm, or other unfavorable treatment because you have made a report in accordance with section 2 above or because you could make such a report ("Detrimental Conduct").
Detrimental Conduct does not include taking reasonable steps for the purpose of protecting you (such as moving you from your immediate work area) or managing unsatisfactory work performance in line with our performance management policies. General Mills provides its employees with access to an Employee Assistance Program (EAP) and encourages any employee to access this service where needed. Employees of General Mills who are concerned about any actual or potential retaliation or detriment against them should raise their concerns at the time of making their disclosure (or any time afterwards) with an internal Eligible Recipient so that General Mills
can take measures to protect the employee.

4 . C O N S E Q U E N C E S  O F  F A I L I N G  T O  P R O T E C T  S OME O N E  WH O  S P E A K S  U P

The following protections have been designed to encourage individuals to come forward to make disclosures and provide reassurance that legal safeguards are in place to protect them when they do.

Protection  Outcome 
Protection from Detrimental Conduct Anyone who violates our Anti-Retaliation Policy (CP-2) or engages in Detrimental Conduct (as described in "What are the protections available?" of this Schedule) may be guilty of an offence and may be liable for damages
Your confidentiality will be
protected
A person who receives your disclosure commits an offence if they disclose your identity or information likely to lead to your
identification unless:
• you consent to the disclosure of your identity
• it is reasonably necessary to effectively investigate the matter and all reasonable steps are taken to reduce the risk of your identification
• your disclosure is reported to ASIC, APRA, the AFP or
a person or body prescribed by regulation or for tax affairs, to the Commissioner of Taxation
• your disclosure is raised with a lawyer for the purpose of obtaining legal advice
Immunity from some types
of liability
For example:
• disciplinary action for making the disclosure
• any legal action for breach of an employment contract, duty of confidentiality or another contractual obligation
• attempted prosecution for unlawfully releasing information, or other use of the disclosure in a prosecution

5 . C OMP E N S A T I O N  F O R  D E T R IME N T A L  C O N D U C T

You (or any other employee or person) can seek compensation and other remedies through the courts if you suffer loss, damage or injury because of Detrimental Conduct. For further information please seek independent legal advice (not from a General Mills lawyer).
If you believe your confidentiality has been breached by General Mills in relation to your disclosure, please contact the Ethics Line or Ethics Incident Management Team.

6 . C I R C UMS T A N C E S  WH E R E  A U S T R A L I A N  L E G A L  P R O T E C T I O N S  MA Y  N O T  A P P L Y

If your matter relates to a personal work-related grievance, it is not generally protected under Australian law.  However, if your grievance arises as a result of speaking up or is a combination of personal work-related grievances and other misconduct, it may be protected.

You will not be given immunity from liability if you participated in the misconduct that is the subject of your disclosure.

False reports will not be protected under the policy or the Whistleblower Laws.

If your disclosure does not contain sufficient information or documents to support your disclosure, then it may not qualify for protection.

7 . P U B L I C  I N T E R E S T  A N D  EME R G E N C Y D I S C L O S U R E S

Finally, in certain circumstances you may also make disclosures which you consider are in the public interest ("Public Interest Disclosure") or relate to an imminent danger to health, safety or the environment ("Emergency Disclosure"), to a journalist or parliamentarian. These disclosures may qualify for similar protection to those outlined above.

Public Interest Disclosure
In order to make a Public Interest Disclosure:
    • A previous report has been made to ASIC or APRA;
    • 90 days has passed since making the report;
    • You have reasonable grounds to believe that making a further disclosure of the information would be in the public interest;
    • You provide written notification to ASIC / APRA that you intend to make a public interest / emergency disclosure and provide enough information to identify the previous disclosure;
    • You make a disclosure to a member of Commonwealth, State Parliament or the legislature of a Territory or a professional journalist;
    • The information disclosed provides no more detail than necessary to inform the recipient of the misconduct or improper state of affairs or circumstances

Emergency Disclosure
In order to make an Emergency Disclosure:
    • A previous report has been made to ASIC or APRA;
    • You have 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;
    • You provide written notification to ASIC / APRA that you intend to make a public interest / emergency disclosure and provide enough information to identify the previous disclosure;
    • You make a disclosure to a member of Commonwealth, State Parliament or the legislature of a Territory or a professional journalist;
    • The information disclosed provides no more detail than necessary to inform the recipient of the substantial and imminent danger

It is important for you to understand the criteria for making a Public Interest or Emergency Disclosure and we strongly recommend you seek independent legal advice before doing so.