CALDERWOOD & HARKNESS LLP
Attorneys at Law
1999 Avenue of the Stars, Suite 2800 Los Angeles, California 90067
Telephone: (310) 557-4000 Facsimile: (310) 557-4100
Bernard Crawford Partner — Labor & Employment Direct Dial: (310) 557-4038
Email: bcrawford@calderwoodharkness.com
July 12, 2023
VIA EMAIL AND U.S. MAIL
Sandra Reeves, Esq. Nakamura Reeves LLP 515 South Flower Street, Suite 3600 Los Angeles, California 90071
Re: Independent Workplace Investigation — Aurelius Pacific Studios Inc. / Complaints of Jenna Morales Calderwood & Harkness Matter No. 1017-00005
Dear Ms. Reeves:
Thank you for your letter dated July 7, 2023, in which you raise concerns on behalf of your client, Jenna Morales, Vice President of Development at Aurelius Pacific Studios Inc. ("APS"), regarding the pace and progress of the independent workplace investigation currently being conducted by this firm. We have reviewed your letter carefully, including the specific request for interim protective measures to safeguard Ms. Morales's position and well-being during the pendency of the investigation. We appreciate the seriousness of the matters your client has raised, and we recognize the importance of keeping interested parties reasonably informed of the investigation's progress, consistent with our obligations to maintain the integrity and confidentiality of the process.
We also wish to acknowledge Ms. Morales's continued cooperation with the investigation to date. Her willingness to participate has been, and continues to be, valued. As you are aware, this correspondence follows our initial letter to your firm dated May 10, 2023, in which we acknowledged your demand letter of April 20, 2023 and outlined the scope and process of the independent investigation. We write now to provide a status update and to respond to the specific requests set forth in your July 7, 2023 correspondence.
Engagement and Roles
At the outset, and for the sake of clarity, we believe it is important to restate certain foundational aspects of this engagement. Calderwood & Harkness LLP was retained by the Board of Directors of Aurelius Global Media Group PLC ("AGMG") to conduct an independent investigation into workplace complaints arising at Aurelius Pacific Studios Inc., a wholly-owned subsidiary of AGMG. The investigation is being conducted at the direction of, and reports directly to, the People & Culture Committee and the Audit & Risk Committee of the AGMG Board of Directors. It is subject to the oversight and governance of those committees, and the firm's ultimate obligation is to deliver its findings and recommendations to the Board through those committees.
We wish to reiterate, as stated in our May 10, 2023 letter, that Calderwood & Harkness LLP represents Aurelius Global Media Group PLC and its subsidiaries in connection with this matter. The firm does not represent any individual in his or her personal capacity, including Ms. Morales or any other complainant, respondent, or witness. The investigation, and all communications, memoranda, notes, and work product generated in connection therewith, are protected by the attorney-client privilege and the work-product doctrine, both of which belong exclusively to Aurelius Global Media Group PLC. Nothing in this letter should be construed as a waiver of any applicable privilege or protection.
Status of the Investigation
We understand your client's interest in understanding where the investigation stands, and we are pleased to provide the following general, non-privileged update. Consistent with our obligation to protect the integrity and confidentiality of the investigative process, we are not in a position to disclose substantive findings, assessments, or conclusions at this stage. However, we can confirm the following:
The investigation is proceeding diligently and thoroughly. Witness interviews commenced on May 22, 2023, and the interview process is now substantially complete. We anticipate completing all remaining interviews in the very near term. Throughout this process, the firm has endeavored to conduct interviews in a manner that is both comprehensive and sensitive to the schedules and circumstances of all participants.
In addition to the interview process, a comprehensive collection of electronic communications, documents, and related materials was undertaken early in the investigation with the assistance of a qualified digital forensics firm. The review and analysis of those materials is well advanced and nearing completion. We are confident that the scope of the document collection and review has been thorough and appropriate to the matters under investigation.
Based on the current status of the witness interviews and the document review, the firm anticipates being in a position to deliver its report to the Board of Directors within approximately four to six weeks from the date of this letter. We will endeavor to complete the investigation as expeditiously as possible without compromising the thoroughness or fairness of the process.
Administrative Leave Status of Marcus Hale
In response to the inquiry raised in your July 7, 2023 letter, we can confirm that Marcus Hale, President of Aurelius Pacific Studios Inc., has been on paid administrative leave since May 3, 2023. At the time his administrative leave commenced, Mr. Hale's access to company email, Meridian Solutions, and all internal company systems was suspended. This status remains in full force and effect and will continue pending the conclusion of the investigation and any subsequent determinations by the Board. These measures were taken promptly upon the commencement of the investigation to safeguard the integrity of the investigative process and to protect all individuals involved, including your client.
Response to Request for Interim Protective Measures
We have carefully considered the specific requests set forth in your July 7, 2023 letter regarding interim protective measures for Ms. Morales, including your request for formal assurances regarding non-retaliation and preservation of her current role, responsibilities, and reporting structure. We respond as follows.
Aurelius Pacific Studios Inc. and Aurelius Global Media Group PLC take their obligations under the California Fair Employment and Housing Act ("FEHA"), Cal. Gov. Code §§ 12940 et seq., with the utmost seriousness. This includes, without limitation, the statutory prohibition on retaliation against individuals who oppose practices prohibited by the Act, file complaints, or participate in investigations, as set forth in Cal. Gov. Code § 12940(h). The company is fully committed to compliance with these obligations.
In addition to its obligations under California law, AGMG's Global Code of Conduct (Version 4.2, effective January 1, 2022) and the APS Employee Handbook, California Supplement (revised March 15, 2022), Section 5.7 (Anti-Retaliation Policy), each expressly prohibit retaliation against any employee who reports a concern in good faith or cooperates with an internal or external investigation. These policies apply to all employees, managers, and officers of APS and its parent company.
Consistent with these legal obligations and company policies, the company has taken, and will continue to take, appropriate steps to ensure that Ms. Morales is not subjected to any adverse employment action, retaliation, or interference with her current role and responsibilities in connection with her complaint or her participation in the investigation. Specifically, we can confirm that Ms. Morales's current position as Vice President of Development, her reporting structure, and her day-to-day responsibilities have not been altered since the commencement of the investigation, and the company does not intend to make any changes to her role, reporting structure, or responsibilities during the pendency of the investigation.
Furthermore, Victor Gallegos, Vice President of Human Resources at Aurelius Pacific Studios Inc., has been directed to serve as a designated point of contact should Ms. Morales experience any concerns regarding retaliation, changes to her working conditions, or any other conduct that she believes may be connected to her complaint or participation in the investigation. Mr. Gallegos is available to address such concerns promptly and confidentially.
We also encourage you to contact me directly at the number and email address listed above should Ms. Morales experience any conduct that she believes to be retaliatory or otherwise inconsistent with the protections described in this letter. We are committed to taking immediate and appropriate action in response to any such report.
Limitations on Disclosure
As noted above, given the privileged nature of the investigation, Calderwood & Harkness is not in a position to share specific findings, witness identities, documentary evidence, or the firm's preliminary assessments or conclusions at this time. We trust that you understand and appreciate the necessity of these limitations, which are designed to protect the integrity and fairness of the process for all parties, including your client.
Upon the conclusion of the investigation and delivery of the firm's report to the Board of Directors, the Board will determine what communications, if any, are appropriate regarding the outcome of the investigation. We will, of course, endeavor to keep you reasonably informed of material procedural developments to the extent we are able to do so consistent with our obligations.
Please be assured that this firm is committed to conducting a fair, thorough, and timely investigation, consistent with the company's obligations under California law and applicable corporate governance standards.
Continued Cooperation
We wish once again to express our appreciation for Ms. Morales's participation in the investigation process to date. Her cooperation has been constructive and is valued.
Should you or Ms. Morales possess additional information, documents, or other materials relevant to the matters under investigation that have not yet been provided to this firm, we welcome their submission at any time. We also remain willing to discuss any procedural concerns you may have regarding the conduct of the investigation, and we are available to arrange a call or meeting at your convenience should you wish to do so.
We trust this letter addresses the concerns raised in your July 7, 2023 correspondence. Please do not hesitate to contact me directly should you have any questions or wish to discuss any of the foregoing.
Very truly yours,
CALDERWOOD & HARKNESS LLP
By: ________
Bernard Crawford Partner Direct Dial: (310) 557-4038
Email: bcrawford@calderwoodharkness.com
cc: Fiona Blackwood, General Counsel, Aurelius Global Media Group PLC (via email)
Renata Vasquez, Calderwood & Harkness LLP
Devon Archer, Calderwood & Harkness LLP