Whistleblower Policy

Introduction

31st Avenue Open Street Collective, Inc. (the “Corporation”) requires its directors, officers, employees

(current and former), volunteers, and key persons as well as all persons who provide or provided the

Corporation with contracted services (each, a “Protected Person”) to observe high standards of business

and personal ethics in the performance of their duties on the Corporation’s behalf. As employees and

representatives of the Corporation, Protected Persons are expected to practice honesty and integrity in

fulfilling their responsibilities and are required to comply with all applicable laws and regulations.

The objective of this Whistleblower Policy is to encourage and enable Protected Persons, without fear of

retaliation, to raise concerns regarding suspected unethical and/or illegal conduct or practices on a

confidential and, if desired, anonymous basis so that the Corporation can address and correct

inappropriate conduct and actions.

This policy is not intended as a vehicle for reporting violations of the Corporation’s applicable human

resources policies, problems with co-workers or managers, or for reporting issues related to alleged

employment discrimination or sexual or any other form of unlawful harassment, all of which should be

dealt with in accordance with the Corporation’s Personnel Policies and Procedures, as it is those policies

and procedures that are applicable to such matters.

Reporting Responsibility

It is the responsibility of all Protected Persons to report in good faith any concerns they may have

regarding actual or suspected activities which may be illegal, or that violate the Corporation’s policies

with respect to, without limitation, fraud, theft, embezzlement, accounting or auditing irregularities,

bribery, kickbacks, and misuse of the Corporation’s assets, as well as any violations or suspected

violations of high business and personal ethical standards, as such standards relate to the Corporation

(each, a “Concern”), in accordance with this Whistleblower Policy.

No Retaliation

No Protected Person who reports a Concern in good faith or with a reasonable belief that the Concern

violates a law, rule, regulation, executive order or judicial or administrative order or ruling or poses a

substantial and specific danger to public health or safety shall suffer retaliation because of such report.

Nor shall a Protected Person suffer such retaliation for objecting to, or refusing to participate in, any

activity, policy or practice that forms the basis of a Concern. The prohibited retaliation includes, but is

not limited to:

● intimidation,

● harassment,

● discrimination,

● adverse employment consequence (including actions or threats to take action that would affect the

current or future employment of a former employee or former independent contractor), or

● reporting or threatening to report to U.S. immigration authorities or other government bodies

regarding the suspected citizenship or immigration status of a Protected Person or a family or

household member of a Protected Person.

Any employee of the Corporation who engages in such prohibited retaliation is subject to discipline up to

and including termination of employment.

Notwithstanding anything contained in this Whistleblower Policy to the contrary, this Whistleblower

Policy is not an employment contract and does not modify the employment relationship between the

Corporation and its employees, nor does it change the fact that employees of the Corporation are

employees at will. Nothing contained in this Whistleblower Policy is intended to provide any Protected

Person with any additional rights or causes of action, other than those provided by law.

Reporting Concerns

Any Concerns should be reported as soon as practicable to Stacey Lipschitz (the “Compliance Officer”).

Simultaneously or in the alternative, a Protected Person may report such concern 1) to a supervisor of the

Protected Person, or 2) to a person who has managerial authority to take corrective action regarding the

violation of the law, rule or regulation, either of whom shall promptly report the concern to the

Compliance Officer. Any questions with regard to the scope, interpretation or operation of this

Whistleblower Policy should also be directed to the Compliance Officer.

Compliance Officer

The Compliance Officer is responsible for investigating and resolving all reported Concerns and shall

advise the Board of Directors and, if the Compliance Officer deems it appropriate, the Executive Director,

of all reported Concerns. The Compliance Officer shall report to the full Board of Directors at each

regularly scheduled board meeting on compliance activity.

Accounting and Auditing Matters

The Board of Directors shall address all reported Concerns regarding corporate accounting practices,

internal controls or auditing (“Accounting Concerns”). The Compliance Officer shall immediately notify

the Board of Directors of any Accounting Concern and shall work with the committee until its resolution.

Promptly upon receipt, the Board of Directors shall evaluate whether a Concern constitutes an

Accounting Concern and, if so, shall promptly determine what professional assistance, if any, it needs in

order to conduct an investigation. The Board of Directors will be free in its sole discretion to engage

outside auditors, counsel or other experts to assist in the investigation and in the analysis of results.

Investigations and Deliberations

The Compliance Officer may delegate the responsibility to investigate a reported Concern, whether an

Accounting Concern or otherwise, to one or more employees of the Corporation or to any other

individual, including persons not employed by the Corporation, selected by the Compliance Officer;

provided that the Compliance Officer may not delegate such responsibility to an employee or other

individual who is the subject of the reported Concern or in a manner that would compromise either the

identity of an employee who reported the Concern anonymously or the confidentiality of the complaint or

resulting investigation. Employees of the Corporation may not participate in any Board deliberations or

voting relating to the administration of this Whistleblower policy, and the person who is the subject of an

investigation may not be present in Committee or Board deliberations or vote on the matter relating to the

complaint. However, a person who is the subject of an investigation may present information as

background or answer questions at a meeting of the Board of Directors prior to the commencement of

deliberations or voting relating thereto.

Notwithstanding anything herein to the contrary, the scope, manner and parameters of any investigation of

a reported Concern shall be determined by the Board of Directors in its sole discretion and the

Corporation and its employees shall cooperate as necessary in connection with any such investigation.

Acting in Good Faith

Anyone reporting a Concern must act in good faith and have reasonable grounds for believing that the

information disclosed may indicate a violation of law and/or ethical standards. Any allegations that prove

to have been made maliciously or knowingly to be false will be viewed as a serious disciplinary offense.

Confidentiality

The Corporation takes seriously its responsibility to enforce this Whistleblower Policy and therefore

encourages any person reporting a Concern to identify him or herself so as to facilitate any resulting

investigation. Notwithstanding the foregoing, in reporting a Concern, a Protected Person may request that

such report be treated in a confidential manner (including that the Corporation take reasonable steps to

ensure that the identity of the reporting person remains anonymous). Concerns may also be reported on an

anonymous basis. Reports of Concerns will be kept confidential to the extent possible, consistent with the

need to conduct an adequate investigation.

Handling of Reported Concerns

The Compliance Officer will acknowledge receipt of each reported Concern within five business days, but

only to the extent the reporting person’s identity is disclosed or a return address is provided. All reports

will be promptly investigated; the scope of any such investigation being within the sole discretion of the

Board of Directors, and appropriate corrective action will be taken if warranted by the investigation.

Records

The Board of Directors will retain on a strictly confidential basis for a period of seven years (or otherwise

as required under the Corporation’s record retention policies in effect from time to time) all records

relating to any reported Concern and to the investigation and resolution thereof. All such records are

confidential to the Corporation and such records will be considered confidential.

Distribution

The Corporation shall do each of the following:

a) distribute a copy of this Whistleblower Policy to all directors, officers, employees, and key

persons;

b) post the Whistleblower Policy on its website, and

c) post notice of employee rights under Labor Law 740 in an accessible and well-lighted place

customarily frequented by employees and applicants for employment.

Compliance Officer Contact Information:

Name: Stacey Lipschitz

Address: Astoria Food Pantry

25-82 Steinway Street

Queens, NY 11103

Attn: 31st Ave Open Street Compliance Officer

Email Address: 31stavecompliance@gmail.com

Adopted by the Corporation’s Board of Directors at its meeting on January 4th, 2024.