eCobalt Solutions Inc., on behalf of itself and its subsidiaries (the “Corporation”), has adopted certain policies, including a Code of Business Conduct and Ethics (“Code”), which require the observation of high standards of business and personal ethics in the conduct of its business and of all its employees and management. In addition, regulators in Canada and the United States of America have established rules requiring the audit committees of public companies to develop procedures for complaints received regarding accounting, internal accounting controls or auditing matters, and for a confidential, anonymous submission procedure for employees who have concerns regarding questionable accounting or auditing matters. To meet these needs, the Corporation’s Audit Committee of the Board of Directors has developed this Whistleblower Policy.
It is the responsibility of all directors, officers and employees, including contract employees and consultants, to comply with the Corporation’s policies, including the Code, and to report violations or suspected violations, including those relating to accounting, internal accounting controls or auditing matters, in accordance with this Whistleblower Policy.
No director, officer or employee who in good faith files a complaint, submits a concern or reports a violation or suspected violation shall suffer harassment, retaliation or adverse employment consequence. A director, officer or employee who retaliates against someone who has made such a filing, submission or report in good faith is subject to discipline up to and including termination. This Whistleblower Policy is intended to encourage and enable employees and others to raise serious concerns within the Corporation rather than seeking resolution outside the Corporation.
ACTING IN GOOD FAITH
Anyone filing a complaint, submitting a concern or reporting a violation or suspected violation must be acting in good faith and have reasonable grounds for believing the information disclosed. Any allegations that prove not to be substantiated and which prove to have been made maliciously or knowingly to be false will be viewed as a serious disciplinary offense.
Anyone with a complaint or concern about the Corporation should try to contact their supervisor or manager responsible for the group which provides the relevant service, recognizing however, that this depends on the seriousness and sensitivity of the issues involved and who is suspected of wrong doing. As an alternative, complaints or reports under this Whistleblower Policy may be submitted, on a confidential basis, and concerns of employees regarding questionable accounting or auditing matters may be submitted on a confidential and/or anonymous basis to the Corporation’s service provider, Wiklow Corporate Services Inc., as follows:
Via their website at www.wiklow.com. Login ID: eCobalt Password: F1metals
Toll free telephone line: 1-877–266-2579
Toll free fax: 1-877-216-8459
For full details on how to submit a report to Wiklow please see attached employee template.
Confidentiality requested under this Whistleblower Policy will be respected. Use of a non-identifiable third party e-mail address may be used to maintain anonymity.
HANDLING OF REPORTED VIOLATIONS
The Audit Committee of the Board of Directors shall address all reports submitted to it of complaints or concerns, including those regarding corporate accounting practices, internal controls or auditing. All reports submitted to the Chair of the Audit Committee of the Board of Directors will be promptly investigated and appropriate corrective action will be taken if warranted by the investigation.