Liow v. Westrock Co. (agency decision, December 16, 2025)

Plain-English summary

Siew Ying Liow and Westrock settled while her appeal from the denial of a Sarbanes-Oxley retaliation complaint was pending. The Board approved the agreement as fair, adequate, reasonable, and consistent with the public interest, and dismissed her petition with prejudice. Its review covered the SOX case within its jurisdiction, although the agreement addressed other matters. The Board construed the confidentiality provisions to permit voluntary reports of suspected violations to government authorities. It also explained that the agreement remained subject to FOIA and that its Illinois governing-law clause did not limit federal authority over SOX issues. The decision did not disclose a settlement amount.

Decision snapshot

• Cited authorities: 18 U.S.C. § 1514A; 29 C.F.R. § 1980.111(d)(2); 5 U.S.C. § 552
• Outcome: Settlement approved; petition for review dismissed with prejudice.
• Key point: Settlement confidentiality cannot bar reports to enforcement authorities or displace federal authority over SOX issues.

Full text (DOL official public release)

U.S. Department of Labor             Administrative Review Board
                                     200 Constitution Ave. NW
                                     Washington, DC 20210-0001

IN THE MATTER OF:

SIEW YING LIOW, ARB CASE NO. 2025-0081

               COMPLAINANT,                      ALJ CASE NO. 2019-SOX-00054
                                                 ALJ THERESA C. TIMLIN
        v.
                                                 DATE: December 16, 2025

WESTROCK CO., formally known as
KapStone Paper and Packing Corp.,

               RESPONDENT.

Appearances:

For the Complainant:
Allen A. Shoikhetbrod, Esq.; Tully Rinckey, PLLC; Latham, New York

For the Respondent:
Amit Bindra, Esq.; The Printz Law Firm, P.C.; Chicago, Illinois

Before JOHNSON, Chief Administrative Appeals Judge, and KIKO, Administrative Appeals Judge

DECISION AND ORDER APPROVING SETTLEMENT AND DISMISSING
           PETITION FOR REVIEW WITH PREJUDICE

   This case arises under the employee protection provisions of Section 806 of

the Corporate and Criminal Fraud Accountability Act of 2002, Title VIII of the Sarbanes-Oxley Act of 2002 (SOX). 1 Complainant Siew Ying Liow filed a complaint
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alleging that Respondent Westrock Co. retaliated against her in violation of the SOX. 2 On July 25, 2025, a Department of Labor Administrative Law Judge (ALJ)
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1 18 U.S.C. § 1514A, as implemented by 29 C.F.R. Part 1980 (2025). 2 D. & O. at 1. 2

issued a Decision and Order (D. & O.) denying Complainant’s complaint. 3 On 2F

August 8, 2025, Complainant timely appealed to the Administrative Review Board (ARB or Board).

   While the appeal was pending before the Board, Complainant filed a Notice of

Settlement; Motion to Withdraw Petition for Review (Motion), informing the Board that the parties reached a settlement in this case. 4 Complainant requests the Board
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to approve the Confidential Settlement Agreement and General Release (Agreement) and withdraw her Petition for Review with prejudice. 5 Complainant
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attached a signed copy of the Agreement to the Motion.

   The SOX’s implementing regulations provide that at any time after a party

has filed objections to the Assistant Secretary’s findings or order, the case may be settled if the participating parties agree to a settlement and, if the Board has accepted the case for review, the Board approves the settlement agreement. 6 5F

As Respondent has not indicated any opposition to its terms, we deem the terms of the parties’ Agreement unopposed and will review it in accordance with the applicable regulations.

   Review of the Agreement reveals that it encompasses the settlement of

matters under laws other than the SOX. 7 The Board’s authority over settlement
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agreements is limited to statutes that are within the Board’s jurisdiction as defined by the applicable delegation of authority. 8 Therefore, we have restricted our review
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of the Agreement to ascertaining whether its terms fairly, adequately, and reasonably 9 settle this SOX case over which we have jurisdiction. 10
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3 Id. at 42.
4 Motion at 1.
5 Id.
6 29 C.F.R. § 1980.111(d)(2).
7 Agreement at ¶3.
8 Secretary’s Order No. 01-2020 (Delegation of Authority and Assignment of Responsibility to the Administrative Review Board (Secretary’s discretionary review of ARB decisions)), 85 Fed. Reg. 13186 (Mar. 6, 2020); see Kolehmainen v. CS Auto HND, LLC, ARB No. 2021-0027, ALJ No. 2020-SOX-00044, slip op. at 2 (ARB Sept. 27, 2021) (citing Cunningham v. Livedeal, Inc., ARB No. 2011-0047, ALJ No. 2011-SOX-00004, slip op. at 2 (ARB Aug. 5, 2011)). 9 Kolehmainen, ARB No. 2021-0027, slip op. at 2 (citing Cunningham, ARB No. 2011- 0047, slip op. at 2). 10 The Agreement references a second matter before the Department of Labor. Agreement at 1-2. The only matter pending before the Board is an appeal of the D. & O. in ALJ Case No. 2019-SOX-00054. According to the Office of Administrative Law Judges’ 3

   The Agreement contains confidentiality and non-disparagement clauses. 11     10F

The Board notes that the parties’ submissions, including the Agreement, become part of the record of the case and are subject to the Freedom of Information Act (FOIA). 12 FOIA requires federal agencies to disclose requested records unless they
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are exempt from disclosure. 13 Department of Labor regulations provide specific
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procedures for agency responses to FOIA requests and for appeals by requestors from denials of such requests. 14 Additionally, if the confidentiality and non-
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disparagement clauses were interpreted to preclude Complainant from communicating with federal or state enforcement agencies concerning alleged violations of law, it would violate public policy, as it would contain an unacceptable “gag” provision. 15 14F

   The Agreement provides that Complainant is excused from the

confidentiality obligations “as may be required by subpoena, law or regulation.” 16 15F

We construe these provisions as allowing Complainant, either voluntarily or pursuant to an order or subpoena, to communicate with, or provide information to, state and federal authorities about suspected violations of law involving Respondent. 1716F

website, Complainant also filed a motion and settlement agreement in ALJ No. 2023-SOX- 00008. The motion was granted, and the settlement agreement was approved by ALJ Dan Panagiotis. Liow v. Westrock Co., ALJ No. 2023-SOX-00008 (ALJ Dec. 1, 2025) (Decision and Order Approving Settlement Agreement and Dismissing Complaint). 11 Agreement at ¶8, ¶12. 12 5 U.S.C. § 552. 13 Kolehmainen, ARB No. 2021-0027, slip op. at 2-3 (citing Anderson v. Schering Corp., ARB No. 2010-0070, ALJ No. 2010-SOX-00007, slip op. at 3 (ARB Jan. 31, 2011)). 14 29 C.F.R. Part 70. 15 Kolehmainen, ARB No. 2021-0027, slip op. at 3 (citing Johnson v. U.S. Bancorp/U.S. Bank Nat’l Assoc., ARB Nos. 2013-0014, -0046, ALJ No. 2010-SOX-00037, slip op. at 3 (ARB July 22, 2013)). 16 Agreement at ¶8. 17 Kolehmainen, ARB No. 2021-0027, slip op. at 3 (citing Pawlowski v. Hewlett-Packard Co., ARB No. 1999-0089, ALJ No. 1997-TSC-00003, slip op. at 2 (ARB May 5, 2000)). The Agreement also explicitly states that it does not prohibit, prevent, or otherwise restrict Complainant from reporting any allegations of unlawful conduct by Respondent to government agencies or officials and that Complainant may participate in proceedings with appropriate agencies enforcing discrimination laws. See Agreement at ¶15. 4

   The Agreement also provides that it shall be governed by the laws of the

State of Illinois. 18 We construe this “Governing Law and Venue” provision as not
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limiting the authority of the Secretary of Labor, the ARB, and any federal court with regard to any issue arising under SOX, which authority shall be governed in all respects by the laws and regulations of the United States. 19
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   After careful review of the Agreement, the Board concludes that the

Agreement is fair, adequate, and reasonable, and does not contravene the public interest. Accordingly, we APPROVE the Agreement and DISMISS the Petition for Review with prejudice.

  SO ORDERED.




                              RANDEL K. JOHNSON
                              Chief Administrative Appeals Judge



                              PHILIP G. KIKO
                              Administrative Appeals Judge

18 Agreement at ¶20.
19 Kolehmainen, ARB No. 2021-0027, slip op. at 3 (citing Anderson, ARB No. 2010- 0070, slip op. at 4).