Section 301 of the Sarbanes-Oxley Act of 2002, the applicable rules of the Securities and Exchange Commission and the listing standards of the New York Stock Exchange require that employees, holders of the Company's securities and other interested parties be able to communicate to the Company's Board of Directors. Concerns or complaints regarding accounting, internal controls and auditing matters are the specific responsibility of the Audit Committee; other matters may be addressed to the Board of Directors or specifically to non-management directors (directors who are not employees of the Company).
The Company is committed to achieving compliance with all applicable securities laws and regulations, accounting standards, accounting controls and audit practices. Accordingly, the Board of Directors and the Audit Committee have established the following procedures for (1) the confidential, anonymous submission of concerns or complaints by the Company's employees regarding questionable accounting or auditing matters and (2) the receipt, retention and treatment of those communications as well as submissions from security holders and others.
Communications by Employees
The Company has established and maintains high standards for ethical conduct Company-wide. The Company also encourages open and direct communications, particularly between employees and their direct supervisors. This policy does not change or interfere in any way with these important aspects of the Company's culture.
However, should any employee have particular concerns or complaints about the Company's accounting, internal controls and auditing matters, the employee is entitled to make those concerns known to the directors who make up the Audit Committee of the Company's Board of Directors using any of the methods described by this policy.
Any employee of the Company may submit a concern or complaint regarding accounting, internal controls and auditing matters without fear of dismissal or retaliation of any kind. The Company will not discharge, demote, suspend, threaten, harass or in any manner discriminate against any employee in the terms and conditions of employment based upon lawful actions of an employee with respect to the good faith submission of concerns or complaints.
Contacting the Company's Board of Directors
The Board of Directors and/or the Audit Committee may be contacted by:
Communications will flow through a third party. Upon receipt, each submission will be acknowledged. To ensure that the sender may remain anonymous, the third party will encrypt identifying information attached to a message (the sender's email address for example) before relaying the communication on to the Company. Any sender that desires to remain anonymous should also take care not to include any identifying information in the content of the message (name, address, phone number, email address, etc.). The third party will assign a unique pass-code to every sender at the time a message is submitted so that the sender can subsequently access any reply from the Company on a confidential basis.
Texas Industries, Inc.
Innovating Standards: People Products Environment
Investor Relations
