Effective: June 3, 2014 – Reapproved March 21, 2017
Replaces: Not applicable
Touchstone Exploration Inc. is committed to the highest standards of openness, honesty and accountability. The integrity of all financial and other information of Touchstone is vital as it guides the decisions of Management and the Board of Directors of Touchstone (the “Board”) and is relied upon by our shareholders, the financial markets and other stakeholders. This Whistleblower Policy (the “Policy”) applies to all directors, officers, employees and consultants of the Company.
For these reasons Touchstone must cultivate an environment where individuals can confidentially and anonymously report complaints and concerns regarding the manner in which the Company and our employees conduct business, including violations of law, rules and regulations or concerns regarding accounting, internal auditing controls or auditing matters, without the fear of victimization, discrimination or disadvantage. This requires a program by which the appropriate body can receive, retain and investigate all reports of complaints and concerns.
It is the responsibility of all directors, officers, employees and consultants to report violations or suspected violations in accordance with this Policy. This program is designed to encourage the reporting of complaints and concerns regarding our business practices including, but not limited to:
Violations or suspected violations may be submitted anonymously by way of an unsigned and unpostmarked letter in a sealed envelope, or anonymously via mail, telephone or electronic mail. Reports can be made to the immediate supervisor, human resources, any senior officer of Touchstone or to Mr. Stanley Smith, Chair of the Board’s Audit Committee. The whistleblower can choose to remain anonymous. If a name is provided, the whistleblower’s identity will not be disclosed without consent, and the whistleblower will be contacted within 10 business days and will be notified of any planned follow-up action. Details of reported violations or suspected violations will be kept confidential by the parties investigating, subject to the need to conduct an adequate investigation.
When reporting violations or suspected violations, individuals are encouraged to provide as much specific information as possible including names, dates, places and events that took place, the perception of why the incident(s) may be a violation, and what action the individual recommends to be taken.
All reports will be promptly investigated, and appropriate corrective action will be taken if warranted by the investigation. In addition, the Chief Financial Officer (“CFO”), or if appropriate the Chair of the Audit Committee, is responsible for investigating and resolving all reported complaints and allegations concerning violations regarding financial matters and, at their discretion, shall advise the President and Chief Executive Officer, the Audit Committee (the “Committee”), the human resources department, and/or the Board. The CFO is required to report to the Committee at least annually on financial compliance activity. The Committee shall address all reported concerns or complaints regarding corporate accounting practices, internal controls or auditing. The CFO shall immediately notify the Chair of the Committee of any such complaint and work with the Committee until the matter is resolved.
No director, officer, employee or consultant who in good faith reports a violation shall suffer harassment, retaliation or adverse employment consequence. A Touchstone employee who retaliates against someone who has reported a violation in good faith is subject to discipline up to and including termination of employment. This Policy is intended to encourage and enable Touchstone employees and others to raise serious concerns within the Company rather than seeking resolution outside the Company.
Anyone filing a complaint concerning a violation or suspected violation must be acting in good faith and has reasonable grounds for believing the information disclosed indicates a violation. 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 offence requiring disciplinary action up to and including termination.