Dodd-Frank Wall Street Reform and Consumer Protection Act

Regulation Summary

Timeline

21 July 2010 – Dodd-Frank signed into law
Post-2011 – SEC implements whistleblower reward and protection rules

What Businesses Are Affected

Public companies listed in the U.S.
Companies registered with or overseen by the U.S. Securities and Exchange Commission (SEC)
Financial services firms, including banks, brokers, hedge funds, and credit rating agencies
Subsidiaries or affiliates of public companies involved in regulated activities

Exemptions

Private companies not subject to SEC oversight may not have whistleblower obligations under Dodd-Frank, but may be covered under other laws (e.g., SOX)
Foreign firms may fall outside the scope unless their activities significantly impact U.S. markets or investors

Responsibilities for Businesses

Refrain from retaliating against whistleblowers (employees, contractors, etc.)
Encourage internal reporting through clear policies, but cannot require it as a precondition to reporting to the SEC
Include non-retaliation clauses and foster a culture of openness
Cooperate with whistleblower-related SEC investigations or proceedings
Maintain accessible internal reporting channels (strongly encouraged though not mandated by Dodd-Frank)

Specific Responsibilities for Website Owners

While not legally required, businesses may choose to provide a clearly accessible page or link describing how individuals can report suspected misconduct
Consider including a non-retaliation statement and a summary of internal reporting options
If accepting whistleblower reports directly, offer a secure submission method (e.g., encrypted form or hotline)
If relevant, link to the SEC’s Office of the Whistleblower page or resources

Additional Requirements

Maintain records of whistleblower complaints and internal investigations
Provide training for HR and compliance staff on Dodd-Frank protections
Monitor for retaliation risks and mitigate proactively

Individual Rights

Right to report securities law violations directly to the SEC
Right to remain anonymous when reporting through an attorney
Right to receive 10%–30% of monetary sanctions if over $1 million
Right to reinstatement, back pay, and compensation if retaliated against

Enforcement

Enforcing Authority: U.S. Securities and Exchange Commission (SEC)
Regulatory Mechanism: SEC investigations, civil enforcement, and administration of the whistleblower award program through the Office of the Whistleblower
Penalties: Whistleblower awards of 10%–30% of monetary sanctions over $1 million; remedies for retaliation including reinstatement, back pay, and compensatory damages; and corporate penalties for obstructing whistleblower activity