Outside parties, including stockholders, who wish to submit concerns about the Company’s accounting, financial reporting, internal accounting controls and/or auditing matters (“Accounting Matters”) to the attention of the Audit Committee, may write to the chairman of the Audit Committee, in care of the Company’s General Counsel. Additional details on the Company’s procedure to report Accounting Matters can be found in the Company’s Procedures for Submission of Concerns Regarding Accounting or Auditing Matters, available on the Company’s web page and from the General Counsel.
The Company has established a separate procedure which allows employees to submit concerns about the Company’s Accounting Matters, openly, confidentially or anonymously. The Audit Committee of the Board of Directors is responsible for addressing any Accounting Matters. The Audit Committee has authorized the retention of an outside, third-party vendor, Shareholder.com, to which concerns regarding Accounting Matters may be reported. Individuals wishing to submit concerns about Accounting Matters can contact Shareholder.com toll-free, at (866) 259-2480, via email at anr@openboard.info or via the internet at http://www.openboard.info/anr.
The process outlined above permits employees to notify the Company of Accounting Matters on an anonymous basis. A reporting employee’s identity will be kept confidential to the extent possible in connection with the investigation except as otherwise required under applicable law. Prompt and appropriate corrective action will be taken when and as warranted in the judgment of the Audit Committee. Additional details on the Company’s procedure to report Accounting Matters can be found in the Company’s Procedures for Submission of Concerns Regarding Accounting or Auditing Matters, available on the Company’s web page and from the General Counsel.
The Company will not discharge, demote, suspend, threaten, harass or in any manner discriminate against any employee in the terms and conditions of employment based upon any lawful actions of such employee with respect to good faith reporting of complaints regarding Accounting Matters or otherwise as specified in the Sarbanes-Oxley Act of 2002. However, employees who file reports or provide evidence which they know to be false or without a reasonable belief in the truth and accuracy of such information will not be protected by the above policy statement and may be subject to disciplinary action, including termination of employment. In addition, the reporting of a violation of this Code which implicates the reporting employee will not protect the reporting employee from disciplinary action for his or her own violation of this Code.