 |
| Contact: |
|
| Colleen Zimmermann |
| Director of Internal Audit & Compliance |
| Axsys Technologies, Inc |
| (860) 594-5757 Telephone |
| (860) 594-5750 Facsimile |
| Email: internalaudit@axsys.com |
|
|
Axsys Technololgies Audit
Committee
Policy and Procedures for Handing of
Complaints and Concerns
The Audit Committee has established
the following policy and procedures
for: (i) the receipt, retention,
and treatment of complaints received
by the Company regarding accounting,
internal accounting controls, or
auditing matters; and (ii) the
confidential, anonymous submission
by Axsys employees of concerns
regarding questionable accounting
or auditing matters.
RESPONSIBILITIES
Axsys has established and published
on its website a toll-free number,
a mail address and an electronic
submission form for
receiving complaints regarding
accounting, internal accounting controls
or auditing matters, including, without
limitation, the following:
a. |
Fraud
or deliberate error in the preparation,
evaluation,
review or audit of any financial
statement of Axsys; |
b. |
Fraud or deliberate
error in the recording and maintaining
of financial records of Axsys; |
| c. |
Deficiencies
in or noncompliance with Axsys’ internal
accounting controls; |
d. |
Misrepresentation
or false statement to or by a
senior officer or accountant
regarding a matter contained
in the financial records, financial
reports or audit reports of Axsys; |
e. |
Deviation
from full and fair reporting
of Axsys’ financial condition. |
CONFIDENTIALITY
Confidentiality is a priority, and
all reports will be treated confidentially,
unless confidentiality is not requested.
Submissions of complaints or concerns
will not be traced and submissions
may be made anonymously. To ensure
anonymity, please do not send communications
from a telephone within an Axsys
facility. To ensure the anonymous
submissions of complaints or concerns
via the Internet, please do not send
the submission from a computer workstation
within an Axsys facility. Anonymous
submissions can be sent via the Internet
from computers from home or other
locations outside of an Axsys facility.
For submissions that are not anonymous,
the sender may be contacted in order
to confirm information or to obtain
additional information.
Axsys will not discharge, demote, suspend,
threaten, harass or in any manner discriminate
against any employee in the terms and
conditions of employment based upon
any lawful actions of such employee
with respect to good faith reporting
of complaints regarding accounting
matters or otherwise as specified in
Section 806 of the Sarbanes-Oxley Act
of 2002.
MANNER OF SUBMISSION
Complaints or concerns about Axsys'; accounting,
internal controls or auditing matters
or other concerns may be submitted
to the Committee in any of the following
ways:
By leaving a voice mail message at
the following toll-free number, which
is available 24 hours a day, 365 days
a year:
1-877-297-9783
By calling the Director of
Internal Audit and Compliance, located in Connecticut,
directly during normal business hours
at:
1-860-594-5757
By mailing a written
description of the complaint
or concerns to the following address:
175 Capital Boulevard, Suite
103
Rocky Hill, CT 06067
Attn: Confidential Submission
to the Audit Committee of the
Board
of Directors
By sending a written description
of the complaint or concern
via the Internet
using the form provided at
the following URL address:
http://www.axsys.com/irform.php
PROCEDURES
All complaints or concerns
will be administered through
the Director
of Internal Audit and Compliance.
a.
|
Upon receipt of a complaint or
concern, the Director of
Internal Audit and Compliance will (i) determine
whether the complaint actually
pertains to accounting matters,
(ii) when possible, acknowledge
receipt of the complaint to the
sender and (iii) notify the Committee,
when appropriate. |
b.
|
The Director
of Internal Audit and Compliance or other
such persons will review complaints
relating to accounting matters
under Committee direction and oversight
as the Committee determines to
be appropriate. |
| c. |
Prompt and appropriate
corrective action will be taken
when and as warranted in the judgment
of the Committee. |
d.
|
The Committee
may request special treatment,
including the retention of outside
counsel or other advisers, for
any complaint addressed to it. |
ADDITIONAL REQUIREMENTS
The Director of Internal Audit and Compliance
will maintain a log of all complaints,
tracking their receipt, investigation
and resolution and prepare a summary
report for the Committee on a quarterly
basis, or more frequently if warranted.
If there have been no complaints,
the quarterly report will specifically
state that fact. Copies of the complaints
and the log will be maintained in
accordance with Axsys’ document
retention policy. |
