THE EFFECTIVENESS OF THE WHISTLEBLOWER PROTECTION UNDER SARBANES-OXLEY SECTION 806 IN CORPORATE GOVERNANCE

Abstract

Whistleblowing is an action that not only can assist in exposing organizations' illegal activities to the public, but also can give employers an opportunity to find out irregularities that occur in the workplace and to rectify those mistakes in advance. As for corporate governance, it can be regarded as a structure, a system, or a means that companies set up to monitor the operation of business, to make firms' policies, and to achieve objectives more effectively and successfully. The purpose of this dissertation, on the one hand, is to research the connection between whistleblowing and corporate governance and to use whistleblowers to promote internal corporate control. On the other hand, I wish to establish a complete whistleblower provision under SOX Section 806 to prevent employees who make the disclosure from being retaliated against by companies, and to enhance the function of Section 806 to deter corporate corruption. The introduction describes how whistleblowing promotes corporate governance. The second part discusses the background of whistleblowing and employs different points of view to study whistleblowing. The third part researches on common laws, state and federal statutes that have the provision of whistleblower protection and attempts to compare their differences. The fourth part analyzes SOX Section 806 and discovers its defects on shielding corporate whistleblowers. The fifth part refers to legal articles or academic materials, and presents my suggestions or ideas for future amendments of SOX Section 806. In conclusion, I briefly review the advantages of whistleblowing in internal corporate governance and society at large. In addition, I would like to show my expectations on this dissertation, and wish that the dilemma and obstacles in SOX Section 806 can be clarified and resolved.