The purpose of this Whistle-Blower Policy (the “Policy”) is to reinforce the business integrity of Journey Medical Corporation (the “Company”) by providing a safe and reliable means for employees and others to report concerns they may have about conduct at the Company. By following this Policy, you can raise concerns, confidentially and anonymously if desired, free of any retaliation, discrimination, or harassment.
For purposes of this Policy, Whistle-Blowing is defined as an attempt by an employee or stakeholder (the “Whistle-Blower”) to disclose through established channels, genuine concerns about unethical behavior, malpractices, illegal acts, failure to comply with regulatory requirements, or what he or she believes to be wrongdoing committed by another employee within the Company.
Whether you are an employee, an officer or director, or someone who does business with us, we ask that you bring to light good faith concerns regarding the Company’s business practices. If requested, we also ask that you provide truthful information in connection with any inquiry or investigation by a court, an agency, law enforcement, or any other governmental body.
This Policy applies to all employees, officers and directors of the Company and is intended to deal with serious concerns such as:
- Suspected violations of the Company’s Code of Business Conduct and Ethics, and any other Company policies or procedures;
- Questionable accounting, violations of internal accounting controls, the reporting of fraudulent financial information, or any other auditing or financial concerns
- Suspected violations of law or other fraudulent activities;
- Actions that may be dangerous to the health and safety of any persons; or
- Actions that may be damaging to the environment.
As an employee of the Company, if you are aware of potential wrongdoing and do not report it, your inaction itself may result in disciplinary action, up to and including termination of your employment or any other relationship that you may have with the Company.
III. Protection Under the Policy
All Whistle-Blowing reports shall be made honestly and with a reasonable, good faith belief that the information provided is true.
All concerns and reports will be treated in confidence and every effort will be made not to reveal the employee’s or stakeholder’s identity if that is his or her wish. Information disclosed during the course of any investigation will, to the extent practical and appropriate, remain confidential, in compliance with the Company's Code of Business Conduct and Ethics, except as may be reasonably necessary under the circumstances to facilitate any investigation, take remedial action, or comply with applicable law.
This Policy provides assurances, that the Whistle-Blower, if an employee or stakeholder of the Company, shall be protected to the full extent under applicable law, such as The Occupational Safety and Health Act of 1970 and The Sarbanes–Oxley Act of 2002.
Individuals who make a reasonable, good faith report in accordance with the terms of this Policy will not be penalized or suffer any adverse treatment for doing so (whether or not the disclosure ultimately proves to be correct). However, individuals that provide baseless allegations, or act with malice in submitting a report, should be aware that they themselves might then be subject to disciplinary or other remedial action and will not be awarded protection under this Policy.
Staff shall not threaten or retaliate against Whistle-Blowers in any way. Harassing, or deterring an individual from raising a concern will be regarded as misconduct and may lead to disciplinary action. All forms of unlawful retaliation towards Whistle-Blowers are prohibited, including any form of discipline, threats, intimidation, or other form of adverse action for reporting under or complying with this Policy. The Company considers retaliation against a Whistle-Blower a violation of this Policy, which will result in disciplinary action, up to and including termination of employment or any other working relationship with the Company
IV. Reporting and Investigation
If you believe that any violation of law or of Company policy has occurred or is occurring, or if you have a good faith concern regarding conduct that you reasonably believe may be a violation of such, we encourage you to promptly take one or more of the following actions:
- Discuss the situation with your manager.
- If you are uncomfortable speaking with your manager or believe your manager has not properly handled your concern, or is involved in the violation, contact the Chairman.
- If you do not believe your concern is being adequately addressed, or you are not comfortable speaking with one of the above-noted contacts, report your concern using one of the methods listed below, through which you may choose to identify yourself or remain anonymous:
- by mail to Journey Medical Corporation, 9237 E Via de Ventura Blvd., Suite 105 Scottsdale, AZ 85258, Attn: General Counsel;
- by email to firstname.lastname@example.org; or
- via our ethics or reporting hotline by phone at (800) 461-9330 or online here.
The Policy provides a mechanism for the Company to be made aware of any alleged wrongdoings and address them as soon as possible. However, nothing in the Policy is intended to prevent any employee from reporting information to federal or state law enforcement agencies when an employee has reasonable cause to believe that the violation of a federal or state statute has occurred. A report to law enforcement, regulatory, or administrative agencies may be made instead of, or in addition to, a report directly to the Company through the ethics or reporting hotline or any other reporting method specified in the Policy
All reports will be taken seriously and will be promptly and thoroughly investigated. The specific action taken in any case depends on the nature and gravity of the conduct or circumstances reported, and the results of the investigation.
If a violation has been reported, investigated, and confirmed, the Company will take prompt corrective action proportionate to the seriousness of the offense. This action may include disciplinary action against the accused party, up to and including termination of employment or any other working relationship that the offending party may have with the Company.
However, a party who knowingly and intentionally files a false report or provides false or deliberatively misleading information in connection with an investigation of a report may face disciplinary action, up to and including termination of employment or other legal proceedings.
V. Monitoring Policy
The company will maintain records of all matters raised through the Policy so an assessment may be made of the effectiveness of the Policy.