Difference between revisions of "Whistleblower Protection Laws"

Line 76: Line 76:


The Fourth Circuit and a California district court have held that directors may be held individually liable under SOX as agents of a publicly-traded company. See ''Jones v. Southpeak Interactive Corp. of Delaware,'' 777 F.3d 658, 675 (4th Cir.2015); Wadler v. Bio-Rad Labs, Inc., No. 15-cv-02356-JCS, 2015 WL 6438670 (N.D. Cal. Oct. 23, 2015).  But in [https://cases.justia.com/federal/district-courts/new-york/nysdce/1:2018cv11617/506415/63/0.pdf?ts=1575973435 Zornoa v. Terraform Global, Inc.] of the United States Court for the Southern District of New York held that corporate directors are not liable under SOX because they are not understood to function as agents and the statute omits directors from its list of potentially liable persons.
The Fourth Circuit and a California district court have held that directors may be held individually liable under SOX as agents of a publicly-traded company. See ''Jones v. Southpeak Interactive Corp. of Delaware,'' 777 F.3d 658, 675 (4th Cir.2015); Wadler v. Bio-Rad Labs, Inc., No. 15-cv-02356-JCS, 2015 WL 6438670 (N.D. Cal. Oct. 23, 2015).  But in [https://cases.justia.com/federal/district-courts/new-york/nysdce/1:2018cv11617/506415/63/0.pdf?ts=1575973435 Zornoa v. Terraform Global, Inc.] of the United States Court for the Southern District of New York held that corporate directors are not liable under SOX because they are not understood to function as agents and the statute omits directors from its list of potentially liable persons.
==='''OSHA Enforcement of Sarbanes-Oxley Whistleblower Law'''===
The U.S. Department of Labor Occupational Safety and Health Administration (“OSHA”) administers the anti-retaliation provision of SOX. A SOX whistleblower claim must be filed initially with OSHA. OSHA will then investigate the complaint and may order preliminary reinstatement of the whistleblowers if it finds “reasonable cause” to believe that retaliation occurred.
OSHA finds [https://www.zuckermanlaw.com/sp_faq/reasonable-cause-standard-osha-whistleblower-investigation/ “reasonable cause”] when it determines that a reasonable judge could rule for the whistleblower. And a reasonable judge could rule so only where there is evidence supporting each element of a SOX retaliation claim. Generally, though, less evidence is required to establish “reasonable cause” at this stage than to prevail at trial. “OSHA’s responsibility to determine whether there is reasonable cause to believe a violation occurred is greater than the complainant’s initial burden to demonstrate a prima facie allegation that is enough to trigger the investigation.”[i] But OSHA need not “resolve all possible conflicts in the evidence or make conclusive credibility determinations to find reasonable cause to believe that a violation occurred.” In practice, however, OSHA rules for SOX complainants only in the strongest cases, which is due in part to the burden that OSHA must bear to order preliminary reinstatement of a whistleblower.
[i] [https://www.whistleblowers.gov/memo/2015-04-20 Clarification of the Investigative Standard for OSHA Whistleblower Investigations (Apr. 20, 2015)]


='''Dodd-Frank Act'''=
='''Dodd-Frank Act'''=