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SEC Whistleblower Enforcement Risk Mitigation

By Randi Morrison posted 10-26-2023 08:22 PM

  

Further to our recent report: “SEC Whistleblower Protection Rule Sweep Includes Private Companies,” Proskauer’s memo: “Words Matter: Three Key Steps to Mitigate SEC Enforcement Risks Relating to Whistleblower Carveout Language” provides numerous, instructive examples of language included in company releases, separation agreements, compliance policies, employee confidentiality agreements, and settlement agreements that the SEC has deemed violative of its whistleblower protection Rule 21F-17(a) (which prohibits impediments to communicating with SEC staff about potential securities law violations) and examples of language that has been effectively sanctioned in SEC settlement agreements as compliant with the rule. The firm advises companies to review all potential sources of potentially problematic language with these examples in mind to mitigate the potential for a successful SEC enforcement action.

See “SEC Triggers Alarm Bells by Probing Separation Agreements That Discourage Whistleblowing” (Corporate Counsel) and additional resources on our Whistleblowers page.

                      This post first appeared in the weekly Society Alert!

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