In Stone v. Instrumentation Laboratory Co., No. 08-2196, 2009 WL 5173765 (4th Cir. Dec. 31, 2009), the Fourth Circuit reversed the district court’s determination that a Sarbanes-Oxley Act (“SOX”) whistleblower suit was precluded under the doctrine of collateral estoppel by a decision of an Administrative Law Judge (“ALJ”). The Fourth Circuit recognized policy considerations in utilizing preclusion principles, but held that the language of 18 U.S.C. § 1514A(b)(1)(B) unambiguously established the right of a whistleblower under SOX to de novo review in federal district court if the Department of Labor (“DOL”) had not issued a final decision within the statutorily prescribed 180 day time frame.
Appellant David Stone (“Stone”) worked for appellee Instrumentation Laboratory Co. (“ILC”) from 1999 to 2006. As Director of National Accounts, Stone regularly worked with Group Purchasing Organizations (“GPOs”), which concentrated the buying power of many hospitals. GPO’s were the major purchasers of ILC products and GPO contracts mandated that ILC pay administrative fees to GPOs equal to three percent of sales revenue generated from the purchases. Soon after promotion to Director of National Accounts in 2005, Stone learned that his superiors were not honoring their obligations under the GPO contracts. ILC owed over $500,000 to various GPOs. Stone repeatedly voiced his concern to superiors and, when he was subsequently dismissed, filed a claim pursuant to SOX alleging retaliation for his whistleblowing activities.
In June, OSHA found against Stone, but the preliminary findings were not issued within 180 days after he had filed his complaint. Stone objected to OSHA’s findings and sought a hearing before an ALJ. On September 6, the ALJ granted ILC’s motion for summary judgment. Stone petitioned for review of the ALJ’s decision with the Administrative Review Board (“ARB”). Approximately one month later, Stone notified the ARB that he was utilizing his right under SOX to bring a de novo action in federal district court. The ARB determined that they had lost jurisdiction over the matter, and dismissed Stone’s administrative appeal.
The U.S. District Court of Maryland dismissed the case on collateral estoppel grounds, finding that the ALJ’s ruling was a final judgment on the merits. Stone appealed to the U.S. Court of Appeals for the 4th Circuit, contending the district court did not have authority to dismiss Stone’s complaint by applying preclusion principles.
SOX provides protection for whistleblowers of publicly traded companies. See 18 U.S.C. § 1514A(b)(1). The provision provided a whistleblower with the right to seek relief by “filing a complaint with the Secretary of Labor,” and if the Secretary (or OSHA on behalf of the Secretary) does not “issue a final decision within 180 days of the filing of the complaint” the aggrieved can bring an action “for de novo review” in federal district court. Although the ALJ had ruled on the matter, OSHA had not not issued a final decision within 180 days. Stone argued that under the plain language of the statute he had a right of de novo review.
This provision was a matter of first impression among all circuit courts. The Fourth Circuit looked to the canons of statutory interpretation for guidance. The court noted that if the plain language of the statute is unambiguous, and if a literal interpretation does not lead to an “absurd result,” then the intent of Congress is clear and judicial inquiry stops. Only if the language is unambiguous should courts defer to an administrative agency’s interpretation.
The appellate court reasoned that the Secretary did not issue a final decision within 180 days and that the plain language of SOX unambiguously gave Stone the right to de novo review in federal court. The court rejected ILC’s contention that SOX could not abrogate a district court’s power to apply collateral estoppel, stating that “Congress unquestionably has the right to create a complainant-friendly statutory scheme that affords no deference to non-final agency findings.”
Furthermore, the court was unpersuaded by ILC’s argument that a literal interpretation leads to an absurd result, and thus deference should be given to the Secretary of Labor’s belief that abrogating a district court’s preclusion power is a waste of resources. The court determined that precluding collateral estoppel in this situation was not absurd, and reasoned that Congress intended for whistleblower claims to be resolved quickly, and thus specified an alternative process to resolve the conflict should the DOL not act within 180 days.
In summary, the Fourth Circuit held that when a whistleblower does not receive a final decision from the DOL within 180 days of filing a complaint, SOX gives the complainant a right to de novo review in federal district court. An ALJ’s decision between the end of the 180-day period and the filing of suit in district court cannot preclude, on the basis of collateral estoppel, the complainant’s right to de novo review.
The primary materials for this case may be found on the DU Corporate Governance Website.