Boardroom Pty Limited (ABN 14 003 209 836) (“BoardRoom”, “we” or “us”) provides ClientOnline for use by persons (“users”, or “you”) who have been authorised by an entity (a “client”) who has appointed BoardRoom to provide services associated with securities registry maintenance and/or the administration of employee equity plans.

Through ClientOnline you are able to view information and request reports in relation to holdings of securities issued by the client of BoardRoom which authorised your access to ClientOnline (these securities are referred to collectively as “holdings”).

By accessing ClientOnline, you agree to be bound by these terms of use (“Terms”). If you do not accept these Terms, you must cease using this portal.

Please see our Privacy Policy for details of how we may collect and maintain personal information obtained through this web portal.

The headings in this document are provided for convenience and are not to be used in interpretation.

When you are authorised by a client to access ClientOnline, BoardRoom will provide you with a username (also referred to as a Login ID) and a password. You will be asked to change your password when you first log in. You cannot change your username.

By using ClientOnline with your Login ID and password, you warrant that you have been and continue to be duly authorised by that client to access information held in respect of that client’s securities register(s) and/or employee equity plan.

You agree to keep your account details (username and password) confidential and not to share them with any other person. You must notify us immediately if you become aware of any unauthorised use of your account details.

Through ClientOnline you can obtain and view certain information for holdings. This includes the following:

• You may query a client’s register(s) of securityholders or employee equity plan participants and obtain details in relation to securityholders or employee equity plan participants such as registered address, the election recorded in respect of any dividend plan or dividend payment method, and the number of securities held.
• You may produce reports in relation to holdings, and access reports that you have previously produced.

While BoardRoom takes reasonable care to ensure the information provided in this web portal is complete, current and correct, you may not hold BoardRoom liable or responsible for any errors or omissions. In particular, BoardRoom will not be responsible for:

• information in relation to security holdings that is provided to BoardRoom by third parties (such as information concerning the acquisition or disposal of a holding);
• verifying information provided by you or on your behalf; or
• your acting on information pertaining to the number of securities registered in holdings at the time you make an enquiry, where you have not taken into account any change to that number that is still to be recorded (for example, if a sale or purchase has been undertaken but has not yet been recorded in the register).

Links to other websites are provided as a matter of convenience only and do not constitute endorsement of a particular company, the products or services provided by that company, or any products or services advertised on a linked website.

Similarly, information provided through this web portal does not constitute a recommendation by BoardRoom with respect to dealing in securities. You should always obtain independent financial advice before buying or selling securities.

You are solely responsible for any use you choose to make of this web portal and you accept liability for any and all losses, damages, costs or otherwise resulting directly or indirectly from the use of this portal. BoardRoom specifically disclaims all liability for any losses, claims or damages that may be incurred as a consequence of the use of this web portal, or the use of information obtained through this web portal, including the unauthorised disclosure or misuse of securityholder reference numbers (SRNs) and/or holder identification numbers (HINs).

While we strive to provide constant, uninterrupted access to our web portals, BoardRoom cannot guarantee that this portal will be available at all times, and we accept no responsibility or liability for any interruption or delay to our services. Further, we cannot guarantee that access to specific client-related information will always be available; for example, an issuer of securities who is a client of BoardRoom may ask us to restrict access to information in relation to any or all of their securities.

BoardRoom will not be held responsible for and disclaims all liability for any loss or damage sustained by you as a result of illegal or improper access to this service.

These terms and conditions are governed by and shall be construed in accordance with the law applicable in New South Wales. If any part of these terms is found not to be legally enforceable, the remainder of the terms shall remain valid and enforceable.

You agree to defend, indemnify and hold harmless BoardRoom from and against any and all claims, damages, costs and expenses, including legal fees, arising from or related to your use or misuse of our web portals.

BoardRoom reserves the right to modify these terms of use from time to time at our sole discretion.

Boardroom Pty Limited (“BoardRoom”) strives to act in accordance with the Guiding Principles on Business and Human Rights and the OECD Guidelines for Multinational Enterprises.

A human right is a right to which all human beings are entitled. These rights are internationally defined and recognised.

For purposes of implementing this Policy, a human right shall be one recognised by the International Bill of Human Rights, or as otherwise identified or described in this Policy or any relevant implementing procedures.

Human rights violations frequently also violate domestic laws, which may include domestic criminal laws, labour laws, laws protecting property, laws protecting civil rights, and other legal provisions.

This Policy requires that the same respect be provided by all Boardroom employees (including affiliate or subsidiary employees) and third party service providers.

For the purposes of this Policy:

a “contractor” or “third party service provider” is defined as an entity or individual who provides, and receives payment for, services or goods related to any aspect of BoardRoom and includes subcontractors.

“external stakeholders” means residents of communities in which BoardRoom operations take place, employees of third party service providers and other non-employees whose human rights may be directly impacted by Boardroom operations.

The purpose of this Policy is to:

• set out BoardRoom’s policy with respect to human rights;
• provide guidance to employees and third-party service providers regarding their human rights responsibilities; and
• identify how BoardRoom’s human rights policy will be implemented.

The objectives of this Policy are to ensure respect for the human rights of all employees and third parties impacted by BoardRoom’s operations and maintain compliance with relevant BoardRoom rules and applicable legal regulations.

It is BoardRoom’s policy to respect the human rights of all individuals impacted by BoardRoom operations, including employees and external stakeholders.

While governments have the primary responsibility to protect against human rights violations, BoardRoom recognises its corporate responsibility to respect human rights. Accordingly the principles BoardRoom has adopted to meet its stated purpose, are:

• BoardRoom does not tolerate violations of human rights committed by its employees, affiliates, or any third parties acting on its behalf or related to any aspect of a Boardroom operation.
• BoardRoom does not tolerate the use of child labour, prison labour, forcibly indentured labour, bonded labour, slavery or servitude, and adheres to the International Labour Organisation’s Declaration on Fundamental Principles and Rights at Work.
• BoardRoom does not tolerate discrimination against individuals on the basis of race, colour, gender, religion, political opinion, nationality or social origin, or harassment of individuals freely employed.
• BoardRoom recognises and respects the freedom to join or refrain from joining legally authorised associations or organisations, and respects the safety and health of workers.
• BoardRoom does not tolerate threats, intimidation or attacks against human rights defenders.

In its relationship with host governments, contractors and third-party service providers, BoardRoom seeks to avoid being complicit in adverse human rights impacts.

In carrying out this Policy:

• BoardRoom will strive to conduct reasonable human rights due diligence to determine the actual and potential human rights impacts of its operations, and seek to employ reasonable measures to mitigate any such impacts.
• BoardRoom will institute procedures and mechanisms that specify how known or suspected human rights violations should be reported by employees and stakeholders, and how such reports are to be investigated.
• BoardRoom will strive to protect from retribution all employees who timely report suspected human rights violations.
• BoardRoom will seek to adhere to the requirements of the Voluntary Principles on Security and Human Rights in its dealings with private and public security providers, local communities, and potential victims of human rights violations.
• For relevant third-party service providers, BoardRoom will perform reasonable due diligence, require that human rights terms and conditions be included in contracts, and require periodic human rights reporting and certifications. BoardRoom will require that third party service party providers are aware of, and comply with, this Policy. Certain third-party service providers may be required to receive human rights training.
• In instances in which BoardRoom determines that its employees, affiliates or third parties acting on its behalf have caused adverse human rights impacts, it will consider appropriate mechanisms to mitigate such impacts and remediation. Where violations by employees are proven, BoardRoom will consider appropriate sanctions and remedies to victims.

Any employee implicated in human rights violations or other serious criminal acts may face termination of employment.

Any employee who has direct knowledge of but fails to report human rights violations, or other serious criminal acts, of employees or third-party suppliers or contractors may face termination.

Any employee who misleads or hinders investigators inquiring into human rights violations or serious criminal acts may face termination.

Any contractor implicated in human rights violations or serious criminal acts, who knows of and fails to report human rights violations or serious criminal acts, or who misleads investigators making inquiries into human rights violations or serious criminal acts, will be expected to take appropriate remedial actions and/or may have their contracts re- evaluated or terminated, depending on the circumstances.

This Policy is applicable to every employee of BoardRoom, including, members of the BoardRoom’s Board of Directors. The Policy and its reporting requirement are also applicable to BoardRoom’s contractors and suppliers.

This Policy is intended to supplement all applicable laws, rules, and other corporate policies.

Feel free to contact us. We're here to help.

Phone

Within Australia:

1300 737 760

Outside Australia:

+61 2 9290 9600

Fax

Within Australia:

1300 653 459

Outside Australia:

+61 2 9279 0664

Email

enquiries@boardroomlimited.com.au

Mail

Boardroom Pty Limited
GPO Box 3993
Sydney NSW 2001
Australia

Feel free to contact us. We're here to help.

Phone

Within Australia: 1300 737 760

Outside Australia: +61 2 9290 9600

Fax

Within Australia: 1300 653 459

Outside Australia: +61 2 9279 0664

Email

enquiries@boardroomlimited.com.au

Mail

Boardroom Pty Limited
GPO Box 3993
Sydney NSW 2001
Australia