Sample Audit Committee Whistleblower Policy
In brief: Rule 10-A3(b)(3) under Sarbanes-Oxley (SOX) requires publicly listed companies to “establish procedures for the receipt, retention and treatment of complaints received by the listed issuer regarding accounting, internal accounting controls, or auditing matters; and the confidential anonymous submission by employees of the listed issuer of concerns regarding questionable accounting or auditing matters.” This sample, produced by Weil, Gotshal & Manges LLP, is an example whistleblower policy for reporting of complaints related to accounting and audit matters.
This resource can help your board:
- Establish whistleblowing procedures through the audit committee in line with NYSE and Nasdaq listing rules.
- Consider the laws in jurisdictions outside the U.S. in which the company operates to ensure compliance when designing whistleblower mechanisms.
Most relevant audiences: audit committee members