More on the Sarbanes-Oxley Act
Read this article that explains the basic principles of the Sarbanes Oxley Act, which was passed in response to a series of large accounting scandals. This will help you understand some of the rules which govern public companies you may work for or invest in.
Significant §806 Whistleblower Decisions
In the sixteen-year period from the passage of the Sarbanes Oxley Act in 2002 through December 31, 2018, a total of 1039 cases have been filed with the Department of Labor of which 62 were still pending before the Department of Labor as of January 1, 2019.
|Date of Decision
|Gilmore v. Parametric Technology Company
|Feb 6, 2003
|First case decided under SOX. Employee protection provisions of Section 806 were not to be applied retroactively to conduct which occurred before the Sarbanes–Oxley Act of 2002 became law.
|Digital Realty Trust v. Somers
|US Supreme Court
|Feb 21, 2018
|Whistleblowers who report internally without first reporting to the SEC must rely on §806 protection and are not covered by Dodd Frank anti-retaliation provisions.
|Sylvester v. Parexel Int'l LLC
|May 25, 2011
|Whistleblower need not wait until illegal conduct occurs to make a complaint, so long as the employee reasonably believes that the violation is likely to happen.
|Palmer v. Illinois Central Railroad Company
|Sep 30, 2016
|Respondents can use all relevant admissible evidence to rebut Complainant's evidence that "it is more likely than not that the employee's protected activity was a contributing factor in the employer's adverse action.
|Turin v. Amtrust Financial Services
|Mar 29, 2013
|Parties may privately agree to extend the deadline to file a whistleblower complaint.
|Zinn v. American Commercial Airlines
|Dec 17, 2013
|Company did not violate Section 806 where the Company demonstrated by clear and convincing evidence that its decision to terminate was based on the employee's insubordination.
|Lawson v. FMR
|US Supreme Court
|Mar 14, 2014
|The anti-retaliation protection provided to whistleblowers by SOX applies to employees of private companies that contract with public companies.
|Perez v. Progenics Pharmaceuticals, Inc.
|Sep 9, 2016
|$5 million jury verdict to a former senior manager at Progenics Pharmaceuticals, Inc. who was terminated in retaliation for his disclosure to executives that the company was committing fraud against shareholders by making inaccurate representations about the results of a clinical trial. The award included $2.7 million in Front Pay from age at decision date (58) through retirement.
|Murray v. UBS Securities, LLC
|Dec 19, 2017
|$903,300 jury verdict for emotional distress and back pay to a former UBS research analyst who was fired in 2012 after complaining to his supervisor that he was pressured to falsely report better market conditions in order to boost UBS' revenue numbers.
Sarbanes–Oxley Section 906: Criminal Penalties for CEO/CFO financial statement certification
§ 1350. Section 906 states: Failure of corporate officers to certify financial reports
(a) Certification of Periodic Financial Reports.- Each periodic report containing financial statements filed by an issuer with the Securities Exchange Commission pursuant to section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m (a) or 78o (d)) shall be accompanied by a written statement by the chief executive officer and chief financial officer (or equivalent thereof) of the issuer.
(b) Content.- The statement required under subsection (a) shall certify that the periodic report containing the financial statements fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of  1934 (15 U.S.C. 78m or 78o (d)) and that information contained in the periodic report fairly presents, in all material respects, the financial condition and results of operations of the issuer.
(c) Criminal Penalties.- Whoever- (1) certifies any statement as set forth in subsections (a) and (b) of this section knowing that the periodic report accompanying the statement does not comport with all the requirements set forth in this section shall be fined not more than $1,000,000 or imprisoned not more than 10 years, or both; or