Rural Funds Management Limited. Contractor Engagement and Management Policy. Last updated 8 March 2019

Transcription

1 Rural Funds Management Limited Contractor Engagement and Management Policy Last updated 8 March 2019

2 CONTENTS 1. Introduction Background Purpose Scope Roles and responsibilities Key definitions RFM Procurement Policy Categories of workers Companies, trusts and partnerships are always contractors Labour hire or on-hire arrangements Hiring individuals What does a contractor relationship look like? Common law test Guidelines to follow to engage an independent contractor The Contractor s obligations Taxation Payroll Tax Taxation PAYG Superannuation Workers Compensation insurance Workplace Health and Safety Act Management of contractors Appendix A Quick Guide Appendix B Employment Hero set up Appendix C Authority to Commence Work form Appendix D Engagement Authority form Document Information Primary Contact Version Control Word Doc whilst in Draft (PDF = Final) Authorisation and Sign-off Acronyms / Definitions Used Throughout the Document References (Related Policies / Procedures and Requirements) Page 2 of 27

3 1. Introduction 1.1. Background RFM and its managed entities use contractors for services and for specific activities or projects. This is usually because certain contractors have particular skills but are not needed on an ongoing basis. The most important thing when making a decision to engage a contractor is to do everything possible to establish that there is a genuine independent contractor relationship and that the arrangement is not really an employment relationship by another name. There can be expensive consequences if a contractor relationship is not properly established. Simply calling an individual a contractor on paper, or the fact that they have an Australian Business Number (ABN) or a registered business name, does not mean that this is determinative of the relationship. Courts can still look behind a contract to define the true relationship between the parties. Having a contract in place does not mean that you can contract out of your obligations under legislation. There are some important differences between an independent contractor relationship and an employment relationship. Independent contractors run their own business and are hired to do a set task or tasks based on certain terms within a contract. Independent contractors generally use their own processes, tools and methods to complete the work. They can delegate or subcontract some of the tasks if they need and can work for a number of different clients at the same time. An independent contractor does not have the guaranteed minimum terms and conditions of an employee. An independent contractor is really no different from any business owner. An independent contractor may take the form of a sole trader, partnership, company or trust and may well have employees or subcontractors of its own. A subcontractor is an independent contractor that's hired by another independent contractor to help them complete their contracted work. Historically, an independent contractor relationship is called a contract for services. It is necessary to be careful when entering into a relationship with a contractor to ensure that they are a contractor at law rather than an employee, as this can affect things like tax obligations, insurance obligations, and leave entitlements Purpose This policy details RFM s requirements when engaging and managing contractors. It also provides guidelines to assist staff to determine between contractor and employee relationships Scope This policy applies to all RFM employees and its managed and/or owned entities. Page 3 of 27

4 1.4. Roles and responsibilities Position National Manager Human Resources Company Secretary Business Managers, National Managers Role Review, update, approval and implementation Review against relevant internal policies and approval Oversee the implementation of this policy within their own business unit and ensure the requirements are adhered to 1.5. Key definitions Term ATCW Contract Contractor JSEA SOP The Company, Rural Funds Management Limited, RFM, organisation, business, we, us Definition Authority to Commence Work An agreement between two or more competent parties in which an offer is made and accepted, and is supported by consideration Any registered entity or individual with whom the Company has entered into a Contract Job Safety & Environmental Analysis. A Risk Assessment tool to document hazards and control measures before a work task takes place. Safe Operating Procedure. A documented procedure that is implemented to ensure work is carried out in a systematic and considered manner, and that the risk of the activity adversely impacting HSE values is eliminated or minimised. These terms, either used individually or collectively refer to Rural Funds Management Limited and, where required by the context, its managed and/or owned entities Policy review and revision The policy will be reviewed, revised and approved at least once every two years. Page 4 of 27

5 2. RFM Procurement Policy In accordance with the RFM Procurement Policy, the following are the requirements to be satisfied prior to engaging an independent contractor: An independent contractor may be engaged under a contract setting out the terms and conditions of the engagement. Contracts must be in place for all engagements valued at more than $250,000. A simpler Authority to Commence Work (Appendix C) may be put in place where the value of the engagement is between $10,000 and $250,000. This is appropriate for both one-off and ongoing arrangements. If the work to be undertaken does not exceed $10,000, a contract or other documentation is not required however an Engagement Approval Form (Appendix D) should be completed and retained on file. A risk assessment (using a JSEA form or similar document) must be completed in all cases, except for low value work (under $10,000) where the inherent risk of the work being undertaken is not high or extreme. 3. Categories of workers If apprentices, are engaged by RFM or an RFM entity, they must always be engaged as an employee Companies, trusts and partnerships are always contractors An employee must be a person. If a company, trust or partnership has been engaged to do the work, a contracting relationship exists for tax and superannuation purposes. The people who actually do the work may be directors, partners or employees of the contractor but they're not RFM s employees Labour hire or on-hire arrangements Workers obtained through a labour hire (or on-hire) firm, where that firm is paid for the work undertaken in the business, are not employees. The business has a contract with the labour hire firm and they are responsible for the PAYG withholding, superannuation and FBT obligations. Labour hire firms can be called different names including recruitment services and group training organisations and our business may be referred to as the 'host employer'. It is important to be aware that there are reforms in force or being considered about licensing for labour hire providers. For example, in Queensland it is now unlawful to obtain labour hire from an unlicensed entity. Other States and Territories may also adopt a similar scheme. Checks must therefore be conducted to ensure that, where required, a current licence is held by any labour hire provider. Page 5 of 27

6 3.3. Hiring individuals If an individual has been hired, it is the details within the working agreement or contract and key legislative provisions that determine if they are a contractor or employee for tax and superannuation purposes. Refer to clause 5, The Contractor s Obligations for further guidance. 4. What does a contractor relationship look like? An ideal independent contract relationship will display the following features: The contract should be for a given result, a specific task or a series of tasks; The contractor should retain a high level of discretion/flexibility in how the work is performed; The contractor will bear responsibility for poor workmanship or injury; Contractors are required to carry their own income protection, professional indemnity and public liability insurance; The contractor usually maintains a separate workplace; Contractors provide their own tools and equipment; A contractor is normally contracted for a set period of time or to complete a set task or sets their own hours of work; Contractors do not receive leave or other statutory entitlements of an employee; A contractor should be able to delegate their work; Contractors pay their own superannuation/gst/tax; Contractors generally submit their invoice for completed work and are paid at the end of a project; A contractor can carry out work for other persons as well as the principal and can advertise their services to the world at large; Generally, contractor agreements contain a mechanism for giving notice to remedy a breach to the contractor; Contractors can bring proceedings under unfair contract legislation or the common law Common law test The common law test for determining whether a relationship is one of independent contract or employment is known as the multi-factor test. This involves identifying and weighing up various features of the relationship to see where the balance lies. If the proposed contractor is not able to meet at least six of the criteria listed below, further guidance from your Manager must be sought as to their status as a contractor. This table extracts some common features that courts have considered: Page 6 of 27

7 Feature Employee Independent contractor Measure of control exercised by the principal/employer Employer usually has the right to control how, when and where a worker performs their duties. Tasks are usually performed at request of employer. Contractor works at own initiative to achieve a stated result. Contractor maintains discretion and flexibility as to how work is completed, although contract may specify some terms as to materials used and methods of performance. Exclusivity Employee usually works exclusively for employer. Contractor is free to provide services to multiple clients. Right to delegate Risk, rectification of faults Tools and equipment Hours of work Leave entitlements Payment Method of engagement Part of the business Employee is personally engaged to perform the role and has no inherent right to delegate performance of the role to another employee, unless authorised by employer. Employee bears little or no responsibility to rectify poor work. Employer is responsible to others for poor work of employee. Employee generally performs work using tools and equipment provided by employer, at employer s place of work. Employee is generally reimbursed for expenses personally incurred by them in performing work, as long as they are authorised by the employer. Employee has hours of work set by employer. Employee is entitled to annual leave, long service leave and sick leave, and this is usually provided for in written contract. Employee is generally paid for their time, e.g. hourly, weekly, annual salary. Employees are always personally engaged. The work of an employee is usually essential to the business carried on by the employer. Employee is working in the business of the employer. Contractor may delegate all, or some, tasks to another person and may employ other persons to perform the services (although this may be subject to the principal s consent). Contractor must rectify poor work at own cost and effort and bears commercial risk of loss incurred by principal due to contractor s poor work. Contractor generally provides their own tools and equipment. Contractors are not usually reimbursed for expenses they incur in providing the services. Contractor can set their own hours of work, as long as they perform the services. Contractor is not entitled to leave, and a written contractor agreement would not usually provide for these things. Contractor is generally paid for providing services or completing units of work. Contractor usually issues tax invoices. If an individual is engaged through a trust, partnership or company, this usually indicates a contractor relationship*. Contractor carries on their own business, independently of the employer and as distinct from the employer s business. * This applies for taxation and superannuation purposes only. Refer to clause 3.3. It is less clear for work health and safety and workers compensation purposes and as many other features as possible should apply before engaging the individual worker as a contractor. Page 7 of 27

8 4.2. Guidelines to follow to engage an independent contractor If a decision is made to engage an independent contractor, there are some guidelines which should be followed: Ensure the contractor delivers the services through a corporate entity; Where possible, ensure the contractor provides their own tools; Where possible, allow the contractor to subcontract and to set their own hours; Where possible, ensure payment is by result rather than by salary or hourly rate; Where appropriate, allow the contractor to contract to other businesses; Pay the contractor only on receipt of an invoice and don t deduct PAYG tax; Don t include any form of paid leave arrangement in a contractor agreement; All contractor agreements should be in writing. For those engagements valued at less than $10,000, written agreement, even if it is a simple exchange should be in place; Ensure the contractor has adequate income protection and public liability insurance and workers compensation insurance for any workers engaged by the contractor; It should be clear from the contract that the parties intend a contractor and not an employment relationship; The contract tasks should be clearly spelled out; The contract should contain commencement and end dates. 5. The Contractor s obligations Independent contractors have taxation, superannuation, workers compensation insurance and workplace health and safety obligations Taxation Payroll Tax In all States and Territories except Western Australia, there are specific contractor provisions which (subject to certain exemptions and concessions) deem payments to contractors to be part of taxable wages and therefore subject to payroll tax. The contractor provisions capture all payments to contractors as part of an employer s taxable wages regardless of whether the contractor is an individual or is engaged via a company or trust structure. There are exemptions which apply in certain circumstances, as follows: 1. the services provided by the contractor are ancillary to the supply of goods under the contract by the contractor (e.g. incidental installation services); 2. the services provided by the contractor are of a kind not ordinarily required by you (e.g. an interior decorator hired once a year to select artwork for your reception area); 3. the services provided by the contractor are of a kind ordinarily required by you (from any source) for less than 180 days in the financial year; Page 8 of 27

9 4. the services are provided (by the specific contractor) for a period that does not exceed 90 days in the financial year; 5. the Commissioner is satisfied that the services are performed by a person who ordinarily performs services of that kind to the public generally in the relevant financial year (reliance on this exemption will require reference to relevant rulings and possible input from the Commissioner); 6. the services are supplied by a contractor in circumstances where the contractor engages labour to perform the actual services required under the contract where there must be at least two individuals performing the work; 7. the services provided are ancillary to the conveyance of goods by means of a vehicle provided by the person conveying them; 8. the services are in relation to the door to door sale of goods solely for domestic purposes. If one of the exemptions above does not apply, the payments made to the independent contractor will be included in the employer s taxable wages for payroll tax purposes. Given the nature of our operations, it would usually be the case that points three, four or six will apply to nearly all independent contractor arrangements. However, if one of the exemptions above does not apply, an employment arrangement must be put in place rather than a contractor arrangement Taxation PAYG PAYG withholding generally does not need to be withheld from payments to an individual contractor if the individual is genuinely a contractor. The relevant test for determining whether an individual is an employee for PAYG withholding is the common law test discussed at clause 4.1. PAYG withholding only applies to payments made to individuals in their capacity as employees it does not apply to payments made to other entities (provided an arrangement is not a sham designed to merely redirect or re-characterise an employee s wages). Page 9 of 27

10 5.3. Superannuation A number of factors determine who should pay superannuation for an independent contractor. A key determinant is whether the worker is classified as an independent contractor for superannuation purposes. Superannuation contributions will be payable for independent contractors who: are paid wholly or principally for their personal labour and skills; perform the contract work personally; and are paid by reference to the hours worked, rather than for the amount of work performed (even if an ABN is quoted). In these circumstances, the independent contractor is treated as if it were an employee for superannuation purposes and the employer generally has an obligation to pay superannuation guarantee charge on behalf of the independent contractor. For our purposes, it is not permitted to engage workers on this basis as independent contractors. If the three previous bullet points apply, the worker must be engaged as an employee Workers Compensation insurance Workers compensation insurance is a statutory requirement that is prescribed by separate laws in each state or territory in Australia. Workers compensation insurance includes benefits for job-related injuries, death or diseases sustained by an employee. To the extent required by the laws of the relevant state or territory, all contractors must maintain workers compensation insurance and supply a certificate of currency as evidence that they have workers compensation insurance in place for themselves and their employees. Alternatively, if a principal contractor is not covered by its own workers compensation insurance or RFM s workers compensation insurance, they will need to hold income protection/salary continuance insurance and provide a certificate of currency as evidence of that insurance Workplace Health and Safety Act 2011 In jurisdictions that apply harmonised work health and safety laws based on the model Work Health and Safety Act 2011 (Cth)(being the Australian Capital Territory, New South Wales, Northern Territory, Queensland, South Australia and Tasmania), an individual contractor or their employees or subcontractors can be a worker and, in that capacity, will be owed duties by the person conducting a business or undertaking (PCBU). RFM or its related/managed entities will be a PCBU. Independent contractors will also be a PCBU. Page 10 of 27

11 In Victoria: work health and safety requirements are governed by the Occupational Health and Safety Act 2004 (Vic) (OHS Act). The OHS Act requires RFM as an employer to, so far as reasonably practicable, provide and maintain a working environment that is safe and without risks to health to employees. The term employees is defined so as to include independent contractors engaged by RFM and any employees of the independent contractor. Where an independent contractor is an employer, it will owe the same duty to its employees ; more broadly, the OHS Act requires employers (such as RFM and its contractors) to ensure, so far as is reasonably practicable, that persons other than their employees are not exposed to risks to their health or safety arising from the conduct of the employer s undertaking. Where there will be a crossover in duties owed by PCBUs or employers, steps must be taken to, so far as is reasonably practicable, consult, cooperate and coordinate activities, so as to properly manage work health and safety. Where PCBUs engage contractors to perform work, effective contractor procurement and management is essential to make sure work health and safety duties both to the contractors as workers, and third parties, are met. Integrating health and safety requirements into contractor procurement and management prevents injury and helps fulfil health and safety obligations. PCBUs must ensure, so far as is reasonably practicable, the health and safety of all workers at work in the business or undertaking: who are engaged or are caused to be engaged by the PCBU whose activities in carrying out work are influenced or directed by the PCBU. All workers (employees, contractors and labour hire employees) have a duty under the harmonised work health and safety laws, and employees also owe duties under the OHS Act. While at work, a worker must take reasonable care for his or her own health and safety and take reasonable care that their acts or omissions do not adversely affect the health and safety of others, and must follow all reasonable instructions, policies and procedures about work health and safety matters. The key steps to comply with the statutory work health and safety obligations include: When engaging a contractor to carry out services, there must be a consideration of the different hazards and risks to health and safety in each stage of the procurement process and either agreement reached or directions issued about how these will be Page 11 of 27

12 managed, noting that it is not permissible to contract out of work health and safety duties; As contractors can fall under the definition of workers under the harmonised work health and safety laws or employees under the OHS Act, there is an obligation to consult with workers on work health and safety issues to eliminate or minimise risks to health and safety. 6. Management of contractors All contractors must be set up in Employment Hero (EH) and their work periodically monitored and/or audited for compliance with contractual arrangements, agreed services and adherence to workplace health and safety policies. EH set up allows for effective ongoing contractor management, provides documentation of due diligence undertaken and minimises organisational risk. Upon receipt of the form: New Independent Contractor Commencement Request located at Appendix B, a profile will be set up for the contractor by Human Resources. This form must be completed and ed to HR@ruralfunds.com.au. The contractor will receive an message with a login to the EH system. The benefits of a profile in EH include: An automated acknowledgement provided by the contractor confirms their understanding and agreement that they are either a principal contractor, subcontractor, employee of a contractor, labour hire agency or labour hire worker. Insurances, licences or other key documentation can be requested via the certifications tab. The contractor is requested to provide the documents, review and approval is via the relevant manager and expiry dates are automated. Both the contractor and the manager receive a reminder when expiry is imminent. Important details such as medical information and emergency contact details are retained in the system. Induction and other training materials are delivered via video on the EH platform. This allows contractors to complete required training before arriving onsite. Managers have access to a reporting tool to show details of training completed and outstanding for each contractor. A contractor s entitlement to work in Australia can be checked easily. The contractor makes a declaration that they are Australian, or alternatively uploads details of their Page 12 of 27

13 passport and visa to check their eligibility. Once the details are uploaded, the eligibility check is automatically processed. A copy of the contractor s Authority to Commence Work or contract agreement can be uploaded to their profile for easy access by both parties. Easy access to relevant documentation requested by regulators in the event of a safety incident requiring investigation. Page 13 of 27

14 7. Appendix A Quick Guide Page 14 of 27

15 STEPS 1. Refer to clause 2, Procurement Policy to determine the documentation required for engagement of the contractor. 2. Refer to clauses 4.1, Common Law test and 4.2, Guidelines and apply as many of the principles as possible. 3. Refer to clause 5.1, Payroll Tax to ensure one of the exemptions applies. If no exemption applies, the worker must be engaged as an employee. 4. Refer to clause 5.3, Superannuation and ensure the contractor is not paid wholly or principally for their personal labour and skills; performing the contract work personally; and paid for hours worked rather than to achieve a result even if they quote an Australian Business Number (ABN). If any of the previous points apply, the worker must be engaged as an employee. 5. Key steps for effective management of contractors include: Prequalification - establish the contractor s scope, specifications, experience, qualifications and licensing; Pre-job task and risk assessment complete a JSEA with the contractor for the work proposed; Training and orientation set up in Employment Hero and consider site specific requirements face to face; Job monitoring - ensure a safe system of work is in place, the contractor consults with relevant workers, observe and record notes about the contractor s performance periodically; and Post job evaluation consider the quality of the work undertaken and the contractor s performance. 6. Complete the New independent contractor - commencement request form at Appendix B. 7. Before the contractor commences work, ensure all required steps in Employment Hero have been completed, ensuring copies of licences, public liability, professional indemnity and workers compensation insurances have been provided. 8. Provide any relevant site-specific training required. Page 15 of 27

16 9. Undertake periodic checks/audits of the contractor s work to ensure compliance with contractual arrangements, agreed services and adherence to workplace health and safety policies. Comments/notes should be provided in the Management Comments tab in Employment Hero to track these periodic checks. Page 16 of 27

17 8. Appendix B Employment Hero set up NEW INDEPENDENT CONTRACTOR COMMENCEMENT REQUEST An Employment Hero profile will provide access to: all relevant training materials (except for Standard Operating Procedures (SOPs)); retain copies of contracts/atcw, insurances, licences etc.; and generate automatic reminders for the contractor and relevant RFM manager of expiry dates. Worker name What type of contractor arrangement is this? Trading name/business name (if applicable) Australian business number (ABN) Name of principal/subcontractor/labour hire agency (if applicable) Worker name address (This is a mandatory field) Street address Date of birth Phone number Gender Nationality Worksite/property name Commencement date RFM primary manager RFM secondary manager Principal Sub-contractor (subcontractor insurances must be provided) Employee of principal or subcontractor Worker of principal engaged under a labour hire provider Labour hire agency Labour hire employee Supplier (high risk or high value only) Page 17 of 27

18 Required licences, insurances and certifications Is this engagement covered by a contract (include a copy) Is this engagement covered by an Engagement Form and/or Authority to Commence Work (include a copy) Professional indemnity insurance Public liability insurance Workers compensation insurance Labour hire licence (mandatory in Queensland, South Australia and Victoria) Vehicle insurances Vehicle registration Other: (insert details) Driver licence Passport and Visa (if not Australian by birth or Permanent Resident) Passport, Australian Citizenship Certificate or Australian Birth Certificate (if Australian by birth or Permanent Resident) Chemcert Confined spaces Working at heights Forklift First aid Chainsaw Q Fever vaccination Other: (insert details) Documentation to be included, if available and/or already provided Attach copies of any documentation received from the contractor eg. insurances, JSEA s, SOP s, licences, certifications etc. Form completed by: Date: Please refer any questions to Human Resources on (02) or hr@ruralfunds.com.au Page 18 of 27

19 9. Appendix C Authority to Commence Work form ATCW No: (RFM or its managed entity to complete) 1. Notes on the form Refer to the Procurement Policy and Section 7 of the Contractor Engagement and Management Policy to determine if a formal contract is required for the works. Works which do not require a formal contract must have an ATCW executed for the works. The ATCW must be prepared by the primary contractor and signed jointly by the contractor, their sub-contractors and the RFM Responsible Person. The ATCW will expire 12 months from commencement, or the expiry date of any required insurances/licences etc., whichever period of time is shorter. The ATCW only applies to the nominated job/work and must be re-authorised if/when the scope of work or method of work changes. The following documents must be attached to this form before work can commence: 1) Copies of risk analysis (JSEAs or similar) and procedures for all at risk tasks; 2) Copies of the required qualifications/permits &/or licences of persons conducting the work; and 3) Certificate of Currency for all insurances required in accordance with the Procurement Policy and the Contractor Engagement and Management Policy. 2. Work being conducted Include a brief description of the work being conducted, as well as where the work is taking place. 3. Details of contractors & sub-contractors Include all contracting and sub-contracting personnel Person s Name and Job Title Organisation Name/s Phone(s) Certificates of Currency for public liability, professional indemnity, vehicle and workers compensation must be attached for the principal contractor and any sub-contractors before work can commence: Principal contractor Sub-contractor Insurance type certificates certificates attached attached Public liability insurance (Certificate of Currency) Y / N Y / N Professional indemnity insurance (Certificate of Currency) Y / N Y / N Registrable vehicles require CTP insurance (Certificate of Currency). Nonregistrable Vehicles require property damage and personal injury insurance (Certificate of Currency) Y / N Y / N Page 19 of 27

20 Workers compensation (Certificate of Currency) If the contractor is self-employed, the contractor status must be verified for legal and taxation authenticity if workers compensation insurance is not available. Where the contractor status is authentic, workers compensation insurance may be waived (within existing purchasing limits within the Delegations Policy) and/or substituted with salary continuance insurance. 4. Work plan Y / N Y / N Procedures, JSEAs and/or SOPs/SWMSs for all tasks must be reviewed for compliance with RFM procedures and attached. If procedures are not available, RFM procedures must be adopted in relation to all activities 5. Controlled activities and/or permits Y / N Task Y/N Requirements/compliance (check all) Y/N/NA Motorbikes/Quads/ATV/RTV Cattle and/or horse handling Confined space work Hot work (welding, gas cutting etc) Work at heights > 1.8m Native vegetation/animal removal or management Contaminated site/asbestos removal Use of firearms Modification of registered plant (i.e. registered with Regulators) Is the contractor a licensed tradesperson (e.g. plumber, electrician) Chainsaws Rider s risk assessment and/or competency assessment completed. Competency assessment completed. Lockout, adequate ventilation, atmospheric testing, breathing gear, harness and rescue plan. Permit obtained if required. Management of flammable/combustible materials, firefighting equipment, screens, arrestors and observers. WAH training and fall arrest equipment Regulator licence/permits (fauna & flora culls), signage, neighbour notifications, sampling & testing, firearm or poisons licensing Regulator licence/permits, signage, sampling & testing, receipts Current firearms licence and approval provided by RFM authorised person. Engineering advice to support for modifications Competency/trade qualification, safety glasses Competency assessment, safety glasses, chaps, licence Powered saws, shears, loppers, grinders, Use of forklifts, cranes, elevated work platforms and similar lifting equipment Use of heavy plant, mobile equipment, helicopters Likelihood of passers by getting injured Safety glasses, gloves Competency Licensed Maps, barricades, signage, other communications Page 20 of 27

21 Working alone or in remote locations Communication method in place, food, water 6. Personal protective equipment (PPE) Details Y/N Requirements/compliance (check all) Y/N/NA PPE First aid In place as identified on JSEA/SOP/SWMS. NB: high vis clothing required in all operational farming areas and steel capped boots where heavy machinery is present or work with livestock is undertaken First aid kits available Fire extinguisher Fire extinguishers available in all vehicles 7. Hazardous and dangerous goods Task Y / N Requirements/compliance (check all) Y/N/NA Bringing onto worksite hazardous/dangerous goods Use and storage of hazardous/dangerous goods Bulk transport of hazardous/dangerous goods Disposal of hazardous/dangerous/waste materials Roof/wall penetrations 8. Energy sources Supervisors and users of chemicals have a current ChemCert certificate & MSDSs available. Containers labelled and stored in accordance with MSDS and/or permit. Secondary containment and spill management in place State Regulator licence obtained Waste only to be disposed to licensed landfill or by licensed disposal contractor. Empty chemical containers triple rinsed and securely stored before disposal Potential asbestos containing material identified and contractor licensed to handle asbestos. Task Y / N Requirements/compliance (check all) Y/N/NA Work with explosives or cartridge power tools Maintenance or service to hydraulic equipment Work on live energy sources RFM explosives training/permit Competency/trade qualification Competency in lockout of energy sources Use of electric power tools, power cords 9. Construction Tested and tagged, used with portable/permanent RCD protection Task Y / N Requirements/compliance (check all) Y/N/NA Work on a construction site Scaffolding work Modification to existing facility or equipment Erection/demolition/relocation of buildings Construction induction ticket/white card? Competency/trade qualification RFM modification plans and approvals RFM building plans and approvals Page 21 of 27

22 10. Contractor sign-off Prior to signing this document, the Contractor must ensure all the required information has been supplied. Work can only commence when this document is complete and a risk assessment/jsea has been developed for the activity/ies, and training against a SOP/SWMS for the relevant activity/ies has been undertaken: By authorising this ATCW, each person: Acknowledges all required details have been completed and are true and correct; Has read and understood the terms and conditions attached to this ATCW and agrees to be bound by them; Agrees to consult, cooperate and coordinate with any personnel onsite in relation to overlapping duties and in relation to the way in which each party discharges their respective duties. Has had an opportunity to read the relevant HSE standards, policies and procedures and agrees to comply with them; Qualifications, licenses and induction completion have been verified for contract employees; Work will be carried out in accordance with conditions of this ATCW; Commits to completing ATCW audits and inspections during and after work is complete; A risk assessment/jsea has been developed for the activity/ies and training against one or more relevant SOP/SWMS s has occurred. Name Position Signature of contractor Date Note: Work cannot commence until sections of this document have been completed by the Authorising Person and a workplace induction is completed by all contractor and subcontractor workers at the workplace. 11. Assessment (to be completed by RFM or its managed entity) Agree on audits and inspections and record these in the table below. Tasks which involve high and extreme risks, as indicated by a JSEA must have a pre-start Inspection and one inspection during the task. Time Assessment Audited by Signature Eg. Before work commences Compliance with ATCW Property Manager Eg. During the Task Workplace Inspection Property Manager Eg. At completion of work Workplace Inspection Property Manager 12. ATCW approval details (to be completed by RFM or its managed entity) Issue date: ATCW valid from: Workplace: Supervisor: ATCW valid to: Job location: Phone: 13. Authorisation of work (to be completed by RFM or its managed entity) By authorising this ATCW, the representative: has verified all qualifications and licences; and has verified insurance details for the principal contractor and all sub-contractors (public liability, professional indemnity, vehicle and workers compensation). Authoriser Position Signature of Authorisation Date Entity: Page 22 of 27

23 1. Definitions In these terms and conditions: ATCW means this Authority to Commence Work; Contractor means the Contractor or Contractors listed at Item 3; Entity means the entity managed by Rural Funds Management Ltd and identified above; HSE Standards means the Health, Safety & Environment standards issued by RFM from time to time; RFM or we or us means Rural Funds Management Ltd ACN in its capacity as manager of the Entity; and Work means the work specified at Item Payment Terms The Contractor must submit invoices to the Entity identified above for the Work at the completion of the Work or such earlier times as agreed in writing by the Contractor and RFM. Within 14 days of receiving an invoice, we will pay the Contractor the undisputed amount of the invoice. We will notify the Contractor immediately where any amount of the invoice is disputed, and the parties must use reasonable endeavours to resolve that dispute prior to commencing arbitration or court proceedings. Invoices must be in a form required by RFM, contain details which are sufficient to describe and identify the Work carried out and contain any other details required by RFM. Any payment made by RFM is on account only and is not evidence of any Works having been carried out in accordance with the requirements of this ATCW. Title to any goods forming part of the Works vests in RFM on the earlier of payment for the goods by or delivery of the goods to the place where the Work is being performed. RFM may set off against and deduct from any monies due to the Contractor any debt, costs, damages, loss or expense due to or claimed by RFM from the Contractor arising from or in connection with the Works. 3. Supervision and Personnel We may appoint a supervisor who will be authorised to exercise the functions on behalf of RFM under this ATCW and in relation to the Work. The Contractor must comply with any reasonable directions given by the supervisor when carrying out the Work. The Contractor will have no claim for any additional costs arising from any direction from the supervisor. Where any of the Contractor s personnel have, by any act or omission, breached any laws, policies of RFM or in RFM s opinion have been unsafe, incompetent, offensive or negligent in the performance of the Work, RFM may give the Contractor a direction requiring the removal of such personnel from performance of the Work and the Contractor must, if directed by RFM, promptly replace the offending personnel with such other personnel acceptable to RFM. 4. Time for Performance The Contractor must carry out the Work at the times and dates directed by us, provided however that such direction is reasonable. 5. Warranties The Contractor warrants that the Work will be performed with due care and skill by appropriately qualified and trained personnel, in a cost effective manner in accordance with the relevant industry principles and all applicable laws. The Contractor warrants that the Work and any goods to be supplied as part of the Work are free from any defect; are fit for the purpose for which we intend to use them; comply with any applicable standards; and are free of any encumbrances. The Contractor warrants that it will maintain, and must ensure its personnel maintain, at its cost, any licences, accreditations, certificates or registrations the Contractor or its personnel are required to possess by any law in order to carry out and complete the Work. If requested by RFM, the Contractor must immediately provide a copy of any of the licences, accreditations, certificates or registrations. The Contractor warrants that it will supply all labour, plant, tools, equipment, appliances, consumable material, spare parts and other property the Contractor requires to perform the Work. 6. Defects The Contractor must, at its cost, and with as little inconvenience to the occupants or users of the Work as reasonably possible, rectify any defects in the Work which are notified to the Contractor within 90 days from the date of the Work being completed. The Contractor is responsible for all work and is liable for all costs associated with the rectification of the defect, including where additional work is required to rectify a defect. If the defect is not rectified by the Contractor in accordance with this clause, RFM may itself or by others, rectify the defect and the cost of remedying the defect will be a debt due and payable to RFM from the Contractor. 7. Insurance The Contractor must, before commencing the Work, at its own cost, take out and keep current during the term of Work, public and product liability insurance to a sum of not less than $10 million, professional indemnity insurance, vehicle insurance and workers compensation insurance as applicable. The insurance must be in the name of RFM and the Contractor, be taken out with insurers and on terms satisfactory to RFM and not be materially modified from the form accepted by RFM or cancelled, without the prior written consent of RFM. Evidence of the currency of the insurances must be given in writing to RFM at any time requested by RFM. 8. Work, Health and Safety and Environment The Contractor and its personnel must comply with all applicable HSE Standards and other policies which are available on the RFM website, including those in relation to work, health and safety and environment requirements and all laws relating to work health and safety and the environment, and maintain a workplace free of incidents and injuries, and immediately notify RFM of any incidents (or incidents involving its personnel) and cooperate in any investigations relating to workplace incidents. The Contractor must develop and provide to RFM its safe work method statements and risk assessments where RFM determines (in its absolute discretion) that such statements and risk assessments are required for the Works. The Contractor must provide all assistance and access to its offices, workers and records to enable RFM and any government agency to conduct audits on the Contractor s compliance with its obligations under this clause, the policies or any laws. If any non-conformance is detected, the Contractor must immediately rectify the non-conformance at its own cost. The Contractor indemnifies RFM against any claim, liability or loss suffered or incurred by RFM arising from or in connection with a breach of the Contractor s obligations under this clause Obligation to Prevent Damage and Indemnity The Contractor must take all necessary steps to prevent damage to any property and to prevent harm or nuisance to any persons. If any damage is caused by the Contractor, the Contractor must, at its own cost, remedy the damage to the satisfaction of RFM. If the Contractor fails to comply with those obligations, RFM may perform those obligations itself or through others and all costs and expenses incurred by RFM in performing those obligations will be a debt due and payable from the Contractor to RFM. The Contractor indemnifies and keeps us indemnified against all claims, costs, expenses, losses and damages incurred in connection with (a) the Page 23 of 27

24 performance of the Works (b) any loss of or damage to property, including existing property in or upon which the Works are being carried out; and (c) any personal injury or death or loss of or damage to any property; arising as a consequence of the carrying out by the Contractor of the Work, to the extent that the Contractor s actions or omissions caused such loss, damage or claims to arise. 10. Intellectual Property Rights The Contractor grants to RFM a royalty free, irrevocable, transferable licence, including a right to sublicence, to use the Contractor s intellectual property rights existing at the date of this ATCW to the extent necessary for RFM to make full use of the Works for all purposes. All intellectual property rights which are created by the Contractor or its personnel as a result of performance of the Works will immediately vest in RFM upon their creation. 11. Suspension RFM may, at any time and for any reason, direct the Contractor in writing to suspend the performance of all or any part of the Works and the Contractor must immediately comply. The Contractor will not be entitled to any claim including for any additional cost incurred if the suspension was caused or contributed to by the Contractor or its personnel. RFM may, at any time, direct the Contractor to resume the performance of the Works and the Contractor must promptly comply with such a direction at its cost. 12. Termination RFM may immediately, by notice to the Contractor, terminate the ATCW if (a) the Contractor becomes insolvent, or conducts itself in a manner from which it may reasonably be deduced that the Contractor is insolvent; or (b) if the Contractor breaches any provision of this ATCW and fails to remedy that breach within 10 days of being directed in writing to do so. If RFM exercises its rights under this paragraph, RFM will not be liable to make any further payment to the Contractor for the Works. RFM may, at any time, terminate the ATCW for any reason in its absolute discretion, by notice in writing of not less than 5 days. If exercises its rights under this paragraph, the Contractor will be entitled to be paid for Work completed up to the date of determination and reasonable demobilisation costs (if any) but otherwise the Contractor has no other claim as a consequence of the termination including for any loss. 13. Governing Law This ATCW is governed by the laws of the Australian Capital Territory and all parties submit to the exclusive jurisdiction of the courts of the Australian Capital Territory. 14. Joint & Several Liability Where there is two or more Contractors, a reference in these terms and conditions to a Contractor is a reference to each of them jointly and severally. 15. Assignment and subcontracting The Contractor must not subcontract of the Works or assign or novate the ATCW without the prior written consent of RFM. No consent by RFM under this clause will relieve the Contractor of any of its obligations under the ATCW. RFM may assign or novate this ATCW by notice to the Contractor. The Contractor must execute any document reasonably required by RFM to affect its rights under this clause. 16. Limitation of Liability of Responsible Entity The Contractor acknowledges that RFM enters into this ATCW solely in its capacity as manager of the Entity and it will undertake all covenants, terms and conditions on its part to be observed or performed solely in that capacity. No debt, duty, liability or obligation arising under this agreement will accrue to, or be enforceable against, RFM in its personal capacity. RFM ceases to have any obligations and liabilities under this agreement if RFM ceases for any reason to be the manager of the Entity. 17. Inconsistency Where there is any inconsistency between these terms and conditions, and any other terms and conditions adopted by the Contractor, these terms and conditions shall prevail. Page 24 of 27

25 Appendix D Engagement Authority form CONTRACTOR/SUPPLIER DETAILS Company/Contractor Name: Phone: Fax: Registered address: ABN: Goods/services to be supplied: Quoted price: Will you supply additional personnel? Are additional personnel employees? Are additional personnel sub-contractors? RFM proposed acceptance date (or ASAP) HEALTH, SAFETY AND ENVIRONMENT HSE management system and policy provided? (If not please ensure signed agreement to comply with RFM policies) YES/NO YES/NO YES/NO YES/NO/Not Applicable Job Safety and Environmental Analysis/Safe Operating Procedures/ Safe Work Methods Statement YES/NO/Not Applicable reviewed? Agreement to consult, cooperate and coordinate with each other in relation to overlapping duties and YES/NO/Not Applicable in relation to the way in which each party discharges their respective duties obtained? CONTRACT TYPE Approved contract, letter of engagement or ATCW? Please attach copy. Has the contractor been added to the management system in Employment Hero YES/NO DUE DILIGENCE LEGAL Did you undertake the necessary steps to satisfy yourself that the provider is able to deliver the YES/NO services? Are you satisfied with the integrity of the Company and your contact? YES/NO If legal review is required, please ATTACH legal sign-off ( / letter) YES/NO INSURANCE $10m Public/Products Liability insurance (including worker to worker extension): YES/NO Professional Indemnity Insurance: YES/NO/Not Applicable Workers Compensation Insurance for all employees. If the contractor is a sole operator, the YES/NO/Not Applicable Contractor status must be verified for legal and taxation authenticity if Workers Compensation Insurance is not available. Where the Contractor status is authentic, Workers Compensation Insurance may be waived (within existing purchasing limits within the Delegations Policy) and/or substituted with Salary Continuance Insurance. CTP insurance on all registrable vehicles which will be used onsite. YES/NO/Not Applicable All non-registrable vehicles have insurance for property damage and personal injury. RISK ASSESSMENT Have risks associated with contracted work been identified? Please give details of what controls are in place. APPROVAL Requesting Officer I confirm that due diligence, insurance checks, risk assessment and HSE requirements have been undertaken as above: Name: Signature: Date: Approving Officer Name: Signature: Date: PLEASE ENSURE APPROVAL COMPLIES WITH THE RFM DELEGATIONS POLICY Page 25 of 27