Whistleblower Policy
Whistleblower Policy Northview Apartment REIT
NVU‐CO‐1002 Effective: November 7, 2017
Table of Contents GENERAL ....................................................................................................................................................... 2 REPORTING RESPONSIBILITY ......................................................................................................................... 2 NO RETALIATION ........................................................................................................................................... 2 COMPLIANCE OFFICER .................................................................................................................................. 2 REPORTING VIOLATIONS............................................................................................................................... 3 COMPLIANCE WITH ACCOUNTING AND AUDITING MATTERS...................................................................... 3 COMPLIANCE WITH LAWS, RULES AND REGULATIONS ................................................................................ 3 ACTING IN GOOD FAITH ................................................................................................................................ 4 CONFIDENTIALITY ......................................................................................................................................... 4 HANDLING OF REPORTED VIOLATIONS ........................................................................................................ 4
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GENERAL The trustees, officers and employees of Northview Apartment Real Estate Investment Trust (Northview) and its direct and indirect subsidiaries, including (but not limited to) NPR Limited Partnership, and NPR GP Inc. (collectively, “Northview”), strive to observe high standards of business and personal ethics in the conduct of their duties and responsibilities. All employees and trustees receive and are required to sign Northview’s Code of Business Conduct and Ethics, a document which provides the standards which are designed to encourage and promote integrity and to minimize or eliminate wrongdoing in the workplace.
REPORTING RESPONSIBILITY It is the responsibility of all trustees, officers and employees of Northview to comply with Northview’s Code of Business Conduct and Ethics as well as Northview’s Disclosure Policy, the document that provides the guidelines for communications with the investing public about the Trust ensuring that they are timely, factual and accurate; and broadly disseminated in accordance with all applicable legal and regulatory requirements. If you have evidence that the Code of Business Conduct and Ethics and/or the Disclosure Policy have been contravened, follow the instructions in #4 Reporting Violations in this Whistleblower Policy.
NO RETALIATION No trustee, officer or employee of Northview who in good faith reports a violation in accordance with this Whistleblower Policy shall suffer harassment, retaliation or adverse employment consequence. A trustee, officer or employee who retaliates against someone who has reported a violation in good faith is subject to discipline up to and including termination of office or employment.
COMPLIANCE OFFICER Northview’s Compliance Officer is responsible for investigating and resolving all reported complaints and allegations concerning violations of ethics and, at his/her discretion, shall advise the President & CEO, the Audit and Risk Management Committee, and/or the Governance, Compensation and Nomination Committee, as appropriate. They have direct access to the Audit and Risk Management Committee and the Governance, Compensation & Nomination Committee, and are required to report to the Audit and Risk Management Committee and/or the Governance, Nomination & Compensation Committee semiannually on compliance activity. Northview’s Compliance Officer is Northview’s Corporate Secretary. See ‘Reporting Violations’ for contact information. Page | 2 Whistleblower NVU-CO-1002
REPORTING VIOLATIONS Northview strives to maintain an open door policy and suggests that employees share their questions, concerns, suggestions or complaints with someone who can address them properly. In most cases, an employee’s supervisor is in the best position to address an area of concern. However, if you are not comfortable speaking with your supervisor or you are not satisfied with your supervisor’s response, you are encouraged to speak with anyone in management whom you are comfortable in approaching. Supervisors and managers are required to report evidence of violations of business and personal ethics to Northview’s Compliance Officer, who has specific and exclusive responsibility to investigate all reported violations. For fraud or securities law violations, or when you are not satisfied or are uncomfortable with following Northview’s open door policy, individuals should use the following avenues for reporting a violation: Telephone: 1-855-891-9188 or 1-403-692-5557 Email: [email protected] Online; www.northviewreit.com/about/whistleblower to complete an anonymous form Violations reported in these manners will be sent directly to Northview’s Compliance Officer, as well as the Chairman of the Audit & Risk Management Committee.
COMPLIANCE WITH ACCOUNTING AND AUDITING MATTERS Northview’s internal controls assist in achieving business objectives, mitigating risks and meeting ethical obligations to our residents, Unitholders and all other stakeholders. Our internal controls are designed to provide reasonable assurance that our operations are effective and efficient; our financial reporting is reliable; and that we comply with laws and regulations. The Compliance Officer shall immediately notify the Audit and Risk Management Committee of any complaint regarding violations of corporate accounting practices, internal controls, auditing and fraud, and work with the Audit and Risk Management Committee until the matter is resolved.
COMPLIANCE WITH LAWS, RULES AND REGULATIONS Employees, contractors and trustees must comply with all laws, rules and regulations applicable to the areas in which Northview operates, including the requirements of applicable securities commissions, regulatory authorities and stock exchanges. The Compliance Officer shall immediately notify the Governance, Compensation & Nomination Committee of any such complaint and work with the Governance, Compensation & Nomination Committee until the matter is resolved.
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ACTING IN GOOD FAITH Anyone filing a complaint concerning a violation or evidence of a violation regarding Northview or any trustee, officer or employee of Northview must be acting in good faith and have reasonable grounds for believing the information disclosed is accurate and true. 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.
CONFIDENTIALITY Reports of violations may be submitted on a confidential basis by the complainant or may be submitted anonymously. Reports of violations will be kept confidential to the extent possible, consistent with the need to conduct an adequate investigation.
HANDLING OF REPORTED VIOLATIONS The Compliance Officer will notify the sender and acknowledge receipt of the reported violation within five business days. All reports will be promptly investigated and appropriate corrective action will be taken if warranted by the investigation.
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NVU‐CO‐1002 Effective: November 7, 2017
Table of Contents GENERAL ....................................................................................................................................................... 2 REPORTING RESPONSIBILITY ......................................................................................................................... 2 NO RETALIATION ........................................................................................................................................... 2 COMPLIANCE OFFICER .................................................................................................................................. 2 REPORTING VIOLATIONS............................................................................................................................... 3 COMPLIANCE WITH ACCOUNTING AND AUDITING MATTERS...................................................................... 3 COMPLIANCE WITH LAWS, RULES AND REGULATIONS ................................................................................ 3 ACTING IN GOOD FAITH ................................................................................................................................ 4 CONFIDENTIALITY ......................................................................................................................................... 4 HANDLING OF REPORTED VIOLATIONS ........................................................................................................ 4
Page | 1 Whistleblower NVU-CO-1002
GENERAL The trustees, officers and employees of Northview Apartment Real Estate Investment Trust (Northview) and its direct and indirect subsidiaries, including (but not limited to) NPR Limited Partnership, and NPR GP Inc. (collectively, “Northview”), strive to observe high standards of business and personal ethics in the conduct of their duties and responsibilities. All employees and trustees receive and are required to sign Northview’s Code of Business Conduct and Ethics, a document which provides the standards which are designed to encourage and promote integrity and to minimize or eliminate wrongdoing in the workplace.
REPORTING RESPONSIBILITY It is the responsibility of all trustees, officers and employees of Northview to comply with Northview’s Code of Business Conduct and Ethics as well as Northview’s Disclosure Policy, the document that provides the guidelines for communications with the investing public about the Trust ensuring that they are timely, factual and accurate; and broadly disseminated in accordance with all applicable legal and regulatory requirements. If you have evidence that the Code of Business Conduct and Ethics and/or the Disclosure Policy have been contravened, follow the instructions in #4 Reporting Violations in this Whistleblower Policy.
NO RETALIATION No trustee, officer or employee of Northview who in good faith reports a violation in accordance with this Whistleblower Policy shall suffer harassment, retaliation or adverse employment consequence. A trustee, officer or employee who retaliates against someone who has reported a violation in good faith is subject to discipline up to and including termination of office or employment.
COMPLIANCE OFFICER Northview’s Compliance Officer is responsible for investigating and resolving all reported complaints and allegations concerning violations of ethics and, at his/her discretion, shall advise the President & CEO, the Audit and Risk Management Committee, and/or the Governance, Compensation and Nomination Committee, as appropriate. They have direct access to the Audit and Risk Management Committee and the Governance, Compensation & Nomination Committee, and are required to report to the Audit and Risk Management Committee and/or the Governance, Nomination & Compensation Committee semiannually on compliance activity. Northview’s Compliance Officer is Northview’s Corporate Secretary. See ‘Reporting Violations’ for contact information. Page | 2 Whistleblower NVU-CO-1002
REPORTING VIOLATIONS Northview strives to maintain an open door policy and suggests that employees share their questions, concerns, suggestions or complaints with someone who can address them properly. In most cases, an employee’s supervisor is in the best position to address an area of concern. However, if you are not comfortable speaking with your supervisor or you are not satisfied with your supervisor’s response, you are encouraged to speak with anyone in management whom you are comfortable in approaching. Supervisors and managers are required to report evidence of violations of business and personal ethics to Northview’s Compliance Officer, who has specific and exclusive responsibility to investigate all reported violations. For fraud or securities law violations, or when you are not satisfied or are uncomfortable with following Northview’s open door policy, individuals should use the following avenues for reporting a violation: Telephone: 1-855-891-9188 or 1-403-692-5557 Email: [email protected] Online; www.northviewreit.com/about/whistleblower to complete an anonymous form Violations reported in these manners will be sent directly to Northview’s Compliance Officer, as well as the Chairman of the Audit & Risk Management Committee.
COMPLIANCE WITH ACCOUNTING AND AUDITING MATTERS Northview’s internal controls assist in achieving business objectives, mitigating risks and meeting ethical obligations to our residents, Unitholders and all other stakeholders. Our internal controls are designed to provide reasonable assurance that our operations are effective and efficient; our financial reporting is reliable; and that we comply with laws and regulations. The Compliance Officer shall immediately notify the Audit and Risk Management Committee of any complaint regarding violations of corporate accounting practices, internal controls, auditing and fraud, and work with the Audit and Risk Management Committee until the matter is resolved.
COMPLIANCE WITH LAWS, RULES AND REGULATIONS Employees, contractors and trustees must comply with all laws, rules and regulations applicable to the areas in which Northview operates, including the requirements of applicable securities commissions, regulatory authorities and stock exchanges. The Compliance Officer shall immediately notify the Governance, Compensation & Nomination Committee of any such complaint and work with the Governance, Compensation & Nomination Committee until the matter is resolved.
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ACTING IN GOOD FAITH Anyone filing a complaint concerning a violation or evidence of a violation regarding Northview or any trustee, officer or employee of Northview must be acting in good faith and have reasonable grounds for believing the information disclosed is accurate and true. 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.
CONFIDENTIALITY Reports of violations may be submitted on a confidential basis by the complainant or may be submitted anonymously. Reports of violations will be kept confidential to the extent possible, consistent with the need to conduct an adequate investigation.
HANDLING OF REPORTED VIOLATIONS The Compliance Officer will notify the sender and acknowledge receipt of the reported violation within five business days. All reports will be promptly investigated and appropriate corrective action will be taken if warranted by the investigation.
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