Adopted and Effective February 20, 2009
Exhibit
A
Whistleblower
Policy
Procedures
for the Submission of Complaints or Concerns
regarding
Regarding Financial Statement or other
Disclosures, Accounting,
Internal
Accounting or Disclosure Controls, Auditing Matters or violations Violations
of the
Alico, Inc., Code of Business Ethics and Conduct
Section
301 of the Sarbanes-Oxley Act requires the Audit Committee of the Board of
Directors of Alico, Inc. (the “Company”) to establish procedures for: (a) the
receipt, retention, and treatment of complaints received by the Company
regarding accounting, internal accounting controls, or auditing matters; and (b)
the submission by employees of the Company and others, on a confidential and
anonymous basis, of good faith concerns regarding questionable accounting or
auditing matters.
In
accordance with Section 301, the Audit Committee has adopted the following
procedures:
1. The
Company shall promptly forward to the Audit Committee any complaints that it has
received regarding financial statement disclosures, accounting, internal
accounting or disclosure controls or auditing matters, disclosure violations or
violations of its Code of Business Conduct and Ethics.
2. Any
employee of the Company may submit, on a confidential, anonymous basis if the
employee so desires, any good faith concerns regarding financial statement or
other disclosure, accounting, internal accounting or disclosure controls,
auditing matters or violations of the Company’s Code of Business Conduct and
Ethics. All such concerns shall be set forth in writing and forwarded in a
sealed envelope to the Chairman of the Audit Committee in an envelope labeled
with a legend such as: “To be opened by the Audit Committee
only. Being submitted pursuant to the “whistleblower
policy”Whistleblower Policy adopted
by the Audit Committee.” If an employee would like to discuss any matter with
the Audit Committee, the employee should indicate this in the submission and
include a telephone number at which he or she might be contacted if the Audit
Committee deems it appropriate. Any such envelopes
received by the Company’s Lead Director shall be forwarded promptly and unopened
to the chairman of the Audit Committee. If the employee prefers an
alternative method of contact, the employee may contact the Company’sour "Employee Whistleblower Hotline" using the
contact information set forth below or may mail a complaint as indicated above
to the Company’s Employer Whistleblower post office box using the address listed
below.
3. Following
the receipt of any complaint submitted hereunder, the Audit Committee will
investigate each such matter so reported and take corrective and disciplinary
actions, if appropriate, which may include, alone or in combination, a warning
or letter of reprimand, demotion, loss of merit increase, loss of bonus or
stock options, suspension without pay or termination of employment.
4. The Audit
Committee may enlist committee members, Board members, employees of the Company
and/or outside legal, accounting or other advisors, as appropriate, to conduct
any investigation of complaints regarding financial statement disclosures,
disclosure concerns or violations, accounting, internal accounting controls,
auditing matters or violations of the Company’s Code of Business Conduct and
Ethics. In conducting any investigation, the Audit Committee shall use
reasonable efforts to protect the confidentiality and anonymity of the
complainant.
5. The
Company does not permit retaliation of any kind against employees for complaints
submitted hereunder that are made in good faith. Additionally, no
employee shall be adversely affected because the employee refuses to carry out a
directive which, in fact, constitutes corporate fraud, or is a violation of
state or federal law or of the Company's
Code of Business Conduct and Ethics.
6. The Audit
Committee shall retain as a part of the records of the Audit Committee any such
complaints or concerns for a period of no less than seven (7)
years.
7. Problems
or concerns related to financial statement or other disclosures, accounting,
internal or disclosure controls, auditing matters or questions, disclosure
violations or violations of the Company's Code of Business Conduct and
Ethics,
which an employee wishes to discuss or report on a non-confidential or
non-anonymous basis, should be
reported immediately to the Company's Lead
DirectorChairman of the Audit
Committee using the contact information specified below, or if the
employee is uncomfortable reporting to such person, to the Company's outside
legal counsel using the contact information specified below.
8. The Lead DirectorChairman of the Audit Committee or outside
counsel, as the case may be, shall keep a written record of all such reports or
inquiries and make monthly reports of the same to the Chairman of the
Audit Committee in any month in which an inquiry or complaint is
received. If the contact is in the nature of an alleged violation of
the Company's Code of Conduct and Ethics or an impropriety with regard to the
Company's financial statements or other disclosures, accounting, internal or
disclosure controls, or auditing matters, the allegation shall immediately be
relayed by the Lead
Director,Chairman of the Audit
Committee or the Company's outside legal counsel, to the Chairman of
the Audit Committee, who shall immediately notify the complainant that the
complaint has been received and begin the procedures outlined
above.
Contact
Information :
Audit Committee
Chairman Phillip S.
Dingle
Managing
Partner
HealthEdge Investment
Partners, LLC
100 South Ashley Drive,
Suite 650
Tampa, FL
33602
Evelyn D’An
D'An Financial Services
1301 NE 103rd Street
Miami Shores, FL 33138
813-490-7100 phone
305-987-9837
Outside Legal
Counsel
David C.
Shobe, Esq.
Fowler
White Boggs Banker P.A.
501 East
Kennedy Blvd.
Suite
1700
Tampa,
FL 33602
Phone 813-222-1123
Whistleblower
Hotline Whistleblower Post Office
Box
877-778-5463
Whistleblower Mailing Address
P O Box
339
LaBelle, FL 33975
Online
www.reportit.net
Username: alicoinc
Password:
alco alico
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