Staff Communications with Individuals Reporting Possible Securities Law Violations (17 C.F.R. § 240.21F-17) is a rule established by the Securities and Exchange Commission (SEC) in the US prohibiting any person or entity from impeding an individual from directly reporting possible securities law violations to the SEC. This includes employers trying to enforce confidentiality agreements to silence whistleblowers. The rule allows the SEC to directly communicate with the whistleblower regarding the reported violation, even if the whistleblower works for a company with legal counsel. The SEC does not need the company's lawyer's permission to talk to the employee.
17 C.F.R. § 240.21F-17
(a) No person may take any action to impede an individual from communicating directly with the Commission staff about a possible securities law violation, including enforcing, or threatening to enforce, a confidentiality agreement (other than agreements dealing with information covered by § 240.21F-4(b)(4)(i) and § 240.21F-4(b)(4)(ii) of this chapter related to the legal representation of a client) with respect to such communications.
(b) If you are a director, officer, member, agent, or employee of an entity that has counsel, and you have initiated communication with the Commission relating to a possible securities law violation, the staff is authorized to communicate directly with you regarding the possible securities law violation without seeking the consent of the entity’s counsel.
