It is the corporate policy of PCTEL, Inc. and its subsidiaries (collectively “PCTEL”) to encourage its employees and others to bring to the attention of management any good faith complaints regarding (i) the integrity of PCTEL’s internal financial controls or the accuracy or completeness of financial or other information used in or related to PCTEL’s financial statements; (ii) any violation of applicable law by PCTEL, its employees, contractors, investors, agents, vendors, or customers; or (iii) any violation of PCTEL’s Code of Ethics and Business Conduct which includes, without limitation, anti-corruption, anti-harassment, anti-bullying and non-discrimination policies. As a result, PCTEL employees shall not be discharged, demoted, suspended, threatened, harassed or discriminated against in any manner on account of such employees taking any lawful action with respect to the following:
Any employee or other person who, in good faith, has a complaint regarding, or wishes to report, any incident or occurrence described in the Policy section above should report such matter to the Chief Legal Officer or through EthicsPoint, a disclosure service company that guarantees anonymity. A report through EthicsPoint may be made in one of the following methods:
OR
Each report should include the following information:
(i) a description of the matter or irregularity and persons involved;
(ii) the location where the employee observed the matter or irregularity;
(iii) the period of time during which the matter or irregularity was observed; and
(iv) any steps that the employee has taken to investigate the matter or irregularity, including reporting it to a supervisor or Human Resources and the response given.
An employee or other person making a report may choose to also include his or her contact information in the event that additional information is needed; provided, however, that a report shall not be deemed deficient solely because contact or other self-identifying information is not included. In some cases, however, it may not be possible to proceed with or properly conduct an investigation unless the employee or other person identifies himself or herself.
EthicsPoint will promptly deliver a copy of the report to (1) the Chair of the Audit Committee, (2) the Chief Legal Officer; and (3) the Chairman of the Board of Directors (collectively, “Policy Administrators”). Reports made directly to the Chief Legal Officer will be delivered by the Chief Legal Officer to the other Policy Administrators.
Upon receiving a report and provided there is enough information to proceed with an investigation, the Policy Administrators, under the direction of the Chair of the Audit Committee or other appropriate committee, shall investigate the issues identified in the report.
The Policy Administrators may consult with the Chief Executive Officer, the Chief Financial Officer, any other employee of PCTEL, outside legal counsel, independent auditors, and, as needed, the Audit Committee, as a part of their investigation. At the conclusion of the investigation, the Policy Administrators shall prepare a written response to the report for review and approval by the Audit Committee or other appropriate committee or the Board of Directors.
After the Board of Directors or applicable committee has reviewed and approved the response, the Policy Administrators shall provide a summary of the response to the party who made the report, unless such report was made anonymously.
PCTEL shall place a copy of this Policy in the Employee Handbook distributed to new employees as well as posting this Policy on its website at www.pctel.com.
August 2022
Downloads:
Whistleblower Policy PDF
