Whistleblowing: The Requirement to Report Employer Wrongdoing

Whistleblowing: The Requirement to Report Employer Wrongdoing
Rabbi Dr. Barry Leff
May 31, 2005
22 Iyar 5765

Question: To what extent does an employee have an obligation to report wrongdoing on the part of his or her employer? 

A rabbi was asked about the following specific situation:  an executive of a company (a vice president, but not a corporate officer) knows that his employer is failing to pay a technology licensing fee for the use of a patented technology.  What are his responsibilities relative to rebuking his superior and informing others, such as his own company’s board of directors, or the management of the company whose technology is being infringed?  Is there a responsibility to report the wrongdoing to law enforcement?  In this particular case, neither the employer nor the company whose technology is being infringed is Jewish, and the company is headquartered in California.  The CEO of the company failing to pay the royalty has said they will pay the fee when the company they owe it to comes after them for it.  The two companies do not have a contractual relationship.  The company infringing the technology received the technology from another source.

To determine the answer, the following issues need to be addressed:

1)      Is it a violation of halacha to fail to pay a licensing fee to a corporation?

2)      Does an executive have a responsibility to rebuke his superior?

3)      Does an executive have a responsibility to inform the board?

4)      Does an executive have a responsibility to notify the company whose technology is being infringed?

5)      Does the executive in this case have an obligation to report the wrongdoing to law enforcement agencies?

6)      Does it make any difference if the CEO and/or ownership of either company is not Jewish?

The question of an employee’s responsibility to report wrongdoing on the part of his employer is a complicated one, and is dependent on the facts of each specific case.  All the factors mentioned in the specific case under consideration—whether the employee is an executive or a low level worker, whether it is a theft or safety issue, whether it is physical or intellectual property, and so on—are things that could result in different conclusions.  This responsum will both address this specific case and point out what considerations might be relevant in other situations.  In specific situations, a competent rabbi should be consulted.

Issue 1.  Is it theft to fail to pay a licensing fee to a corporation? 

Some might question whether it is theft to steal from a corporation, as corporations were not recognized in traditional halachic literature.  If we do not recognize the corporation as a separate entity, any losses would simply be viewed as “passed through” to the individual owners.  A corporation may have many thousands of owners; if the loss to each individual is less than a perutah (today generally understood to be the equivalent of a dime or a quarter) some might claim that there is no theft, but this is not the case.   The Shulhan Arukh clearly states אסור לגנוב, אפילו כל שהוא, דין תורה “it is forbidden to steal, even the least amount, according to Torah law.[1]”  One might be tempted to argue that if the employer says “we’ll pay later” it is permissible; the Shulhan Arukh responds to this with  ואסור לגנוב אפילו דרך שחוק, ואפילו על מנת להחזיר או כדי לשלם תשלומי כפל או כדי לצערו, הכל אסור, כדי שלא ירגיל עצמו בכך “it is forbidden to steal even in a joking manner, and even on condition that the object will be returned, or in order to pay the fine of double payment, or in order to aggravate someone, all of these are forbidden, in order that a person will not become accustomed to these behaviors.[2]”  Rabbi Yosef Shalom Elyashiv (a contemporary leading halachic authority of the haredi community), without giving further references, says that it is obvious that stealing from a corporation is theft.[3]  Since we have established that stealing in any amount is forbidden, this responsum does not need to address the question of the status of the corporation under halacha.  Certainly under secular law, theft from a corporation is understood to be theft, and the general principle of דינא דמלכותא דינא, the law of the land is the law, would also apply.[4]  

One might question whether the closest analog to the situation under discussion is theft, or whether it is more like failure to pay rent.  There are features of both in this transaction.  Since there is no contractual relationship between the parties specifying that the company using the technology will pay for using it for a specified period of time, and the infringing company simply took the IP (intellectual property) and used it without asking, it would appear that the appropriate categorization is theft, and that is also the language used in secular law for such actions, theft of intellectual property.  On the other hand, it resembles failure to pay rent in that courts order IP thieves to pay the fair licensing (rental) value of the IP.  The thief does not pay for the loss of the IP itself. 

Many people who would never steal a physical object—who could not imagine engaging in shoplifting, let alone burglary—have no such compunctions about stealing intangibles, such as satellite TV signals, or making copies of music or software or movies to share with friends.  This attitude not infrequently extends into the business world as well, with some companies making illegal use of another’s company’s software or technology.  Theft of intellectual property is such a minor thing in the public’s eye that it is estimated that 39% of all software is illegally pirated.[5]  This astonishingly high figure is actually a substantial improvement over 1994, when the worldwide piracy rate reached 49%.[6]  Perhaps IP theft does not “feel” so much like “real” theft as the property being taken does not have a physical existence.   Perhaps IP theft is treated lightly in many people’s eyes because it seems somehow “victimless” as in the case of intangibles the thief is not directly taking money from the owner, but rather he is simply avoiding paying for something that the owner will not necessarily even know he is missing.  Recognizing this problem, the Motion Picture Association has developed ads equating downloading movies on the internet with shoplifting. 

Some halachic sources might seem to justify treating intellectual property lightly.  For example in the Shulhan Arukh it says וכן דבר שאין בו ממש אין קנין מועיל בו that one cannot acquire an object that does not have physical existence.[7]  If you can’t acquire it, it seems obvious you can’t buy or sell it.  If there is nothing to buy or sell, what is there to steal?  This feature of a דבר שאין בו ממש would seem to argue in favor of permitting unauthorized usage of intellectual property.

The Aruch HaShulchan, on the other hand, says מדינה דמלכותא או ממנהג הקבוע במדינה מועיל גם קנין לדבר שאין בו ממש, in countries where it is the law or an established custom, one can acquire intangibles.[8]  If you can conduct such transactions and acquire intangible goods, it would also logically follow that you can be liable for theft for such actions.

Since there is nothing that has been “taken” that the owner will miss in this case, even if one were to argue that it is not stealing, the situation could be seen as analogous to borrowing someone’s property without permission, which is also forbidden.  It is as if the corporation “borrowed” the technology needed to make their chip, and “gave it back” to the company that owns it.  The company that owns it still has the technology in their permission.  Their loss stems not from the fact that the technology itself is missing (it is not), but rather from the fact that someone borrowed it without permission.  According to the Shulhan Arukh אפילו הלוקח בשאלה, שלא מדעת הבעלים, נקרא גזלן, even one who takes something as a borrower, if it is without the knowledge of the owners, is called a thief.[9] 

This is true even if there is no damage from the use, at least according to Beit Shammai: בית שמאי סברי: שליחות יד אינה צריכה חסרון, Beit Shammai holds that (to be liable for) unauthorized use does not require a loss.[10]

The general principle of דינא דמלכותא דינא, the law of the land is the law, would also apply.[11]  Since theft of intangibles is recognized as theft under secular law, we are also obligated to recognize it as theft under halacha.  The related concept of הכל כמנהג המדינה, everything goes according to the customs of the land,[12] would also apply.  It is the universal custom in America to engage in financial transactions with intangibles like patents and trademarks.

The laws surrounding intellectual property—patents, trademarks, copyrights, trade secrets, etc.—have substantially contributed to the development of all kinds of technologies and medicines that are beneficial to society.  Were these laws to be neglected, the incentive for investing in technological innovation would be seriously reduced.  We encourage supporting the laws surrounding intellectual property not only because it is morally and halachically proper, but because they also benefit society.

Using another company’s technology without an appropriate license is theft under both secular law and halacha, and is forbidden.

While this teshuva explores a specific case of technology theft, the general principles apply much more broadly.  The most famous case of intellectual property theft in recent years involved Napster, a technology which allows users to share music files over the internet.  With Napster users would make the music files on their computer available for others to download in exchange for the same privileges on other people’s computers.  Secular law allows making a copy for one’s personal use, but it does not allow making unlimited copies for other people.

The courts ruled in favor of regulating Napster because it was facilitating theft of music in a substantial way, having a large negative impact on the sales of music CDs and revenue to the music industry.[13]  Today the original Napster has been shut down, and the name continues as a legitimate web site where people can purchase music files for which the proper royalties are paid.[14]

The principles in this teshuva show that swapping music files, or simply copying a music CD and giving it to a friend, or copying a DVD and giving it to a friend, would constitute theft and would be forbidden under halacha. 

Issue 2.  Does an executive have an obligation to rebuke his superior?

The Torah charges us with an obligation to rebuke our neighbor when we see him doing something wrong:  Leviticus 19:17 commands usלא תשנא את אחיך בלבבך הוכח תוכיח את עמיתך ולא תשא עליו חטא “You shall not hate your brother in your heart, you shall surely rebuke your neighbor, and not bear sin on his account.”

In his commentary on this verse, Nachmanides says the way to understand the whole verse is as saying that you should rebuke your neighbor, because if you don’t you will end up hating him for his sin, and then you will be a sinner, hating your neighbor in your heart.  Nachmanides also brings an indication that we should apply this to non-Jews as well: the example he uses is Abraham reproving the non-Jew Avimelech.[15] 

When we see something wrong being done, we have a responsibility to speak up.  The Talmud both reinforces and limits this principle.  It is reinforced in a teaching brought in Bava Metzia, which relates that the repetition of the word הוכח comes to tell us that you should rebuke your neighbor not just once, but even a hundred times; furthermore, we learn that from the repetition that not only is a master obligated to rebuke a disciple, but a disciple is obligated to rebuke his master.[16]  It would only be logical to extend this obligation from a teacher-student relationship to an employee-employer relationship.

The Talmud limits this principle of “rebuke your neighbor” in the following passage from Yevamot:  R. Ile'a further stated in the name of R. Eleazar son of R. Simeon: As one is commanded to say that which will be obeyed, so is one commanded not to say that which will not be obeyed.  R. Abba stated: It is a duty; for it is said in Scripture, Reprove not a scorner, lest he hate thee; reprove a wise man and he will love thee.[17]

One factor in determining whether or not there is an expectation that the rebuke would be listened to is the culture of the corporation.  Some companies make a real effort to solicit input from employees and to be responsive to that input.  Other companies follow a much more rigidly hierarchical model, or have a CEO who is known NOT to take criticism well.

However, a mere general sense that a rebuke will not be listened to is not sufficient to relieve a person of the responsibility to rebuke a wrong-doer.  

 In the Mishneh Torah, Maimonides not only brings rebuking a wrong-doer as a commandment, but he says  אם קיבל ממנו מוטב ואם לאו יוכיחנו פעם שניה ושלישית, וכן תמיד חייב אדם להוכיחו עד שיכהו החוטא ויאמר לו איני שומע, וכל שאפשר בידו למחות ואינו מוחה הוא נתפש בעון אלו כיון שאפשר לו למחות בהם “if [the rebuke] is accepted from him, fine, and if not, he rebukes him a second and third time, and the obligation to rebuke continues until the sinner hits him and says I’m not listening.  Anyone who has the opportunity to protest and does not protest, he is found a transgressor of these sins, since he has the possibility to protest.”[18]

From Rambam’s statement, we would infer that if there is doubt whether a rebuke will or will not be listened to, there is an obligation to rebuke.  Furthermore, in general a high level executive is not only responsible for his particular department, but he is part of a team leading the corporation, and the expectation is that his advice will at least be listened to, even if it won’t always be followed.  Therefore, unless there were truly unusual circumstances, an executive would be expected to rebuke his employer (tactfully, of course), whereas a lower level employee could argue that the CEO would not listen to criticism coming from someone lower down in the organization. 

A lower level worker might also be afraid that rebuking the CEO could harm his career, which might also argue against an obligation to rebuke.  Whether reporting wrong-doing must be done even at a cost to the one reporting the wrong-doing is addressed below as part of Issue 4.

We learn from the Talmud that we are each responsible to correct others who are within our sphere of influence.  In tractate Shabbat we learn “Whoever has the ability to protest against the members of his household when they are doing something wrong but does not protest, is punished for the transgressions of the members of his household.  One who can protest against the people of the town but does not do so is punished for the transgressions of the people of his town.  Further, one who can protest against the entire world but does not is punished for the transgressions of the entire world.”[19]

It is also important to note that if paying the licensing fee were in the executive’s area of responsibility he could be held accountable halachically for making sure the fee is paid, because of the principle אין שליח לדבר עבירה, there is no agency in sin.  An individual who commits a sin—like theft—is guilty of theft, even if he is doing it at someone else’s direction.[20]  And under secular law, violating the law on behalf of your employer can land you in jail.[21]

We conclude that an executive (but not necessarily a lower-level employee) is obligated to rebuke his employer in a case like the one described in this responsum.

Issue 3.  Does an executive have a responsibility to inform the board if the CEO won’t listen?

The obligation to rebuke someone doing wrong extends to the person doing the wrongdoing, not to others.  In Hilchot Deot Rambam saysהמוכיח את חבירו בין בדברים שבינו לבינו, בין בדברים שבינו לבין המקום, צריך להוכיחו בינו לבין עצמו, וידבר לו בנחת ובלשון רכה ויודיעו שאינו אומר לו אלא לטובתו להביאו לחיי העולם הבא, “He who rebukes another, whether for offenses against the rebuker himself or for sins against God, should administer the rebuke in private, speak to the offender gently and tenderly, and point out that he is only speaking for the wrongdoer’s own good, to bring him to eternal life.[22]”  Note Rambam specifies that the rebuke is administered privately;  the person being rebuked is not being rebuked in a public way. 

The board of the corporation obviously has an interest in knowing whether or not the CEO is conducting himself with integrity.  In this case, the failure to pay a licensing fee could expose the corporation to a potential lawsuit which could cost them a lot more money than they are gaining through withholding the licensing fees.   If the board knew of the activity, they would be obligated to stop it, both because they are charged with making sure the corporation complies with the law, but also to prevent the possible future loss to the investors that would result from a lawsuit.

In many ways, the CEO is serving as a שליח, an agent, of the board.  The board is entrusted with responsibility for the corporation’s finances, and the board appoints the CEO to take care of the day to day running of the business.  If the board knew the CEO were doing something illegal that could expose the corporation to a lawsuit, they might decide to terminate the relationship—saying to the CEO what the principal says to the agent in a passage in the Talmud Bavli Bava Metzia, לתקוני שדרתיך ולא לעוותי, “I appointed you to benefit me, not to harm me.”[23]

Whether or not the executive has an obligation under either secular law or halacha to report the wrongdoing of the CEO to the board depends to an extent on how we see the executive’s status.  Under secular law, the executive could either be an officer of the corporation or an employee.  Under halacha, he could be an agent, an employee, or an אפוטרופוס, a custodian.

Vice presidents are often, but not always corporate officers.  A corporate officer has specific fiduciary responsibilities.   As described in a leading textbook on business law, “Officers and directors occupy a fiduciary relationship to the corporation and its shareholders.  This means that they are bound in good conscience to act in the interests of the corporation and to guard those interests.  The transactions of an officer or director for the corporation must be fair and honest.”[24]  While competent legal counsel should of course be consulted in a specific situation, it would seem that an officer of the corporation would have a responsibility to notify the board—who also share fiduciary responsibility for the financial health of the firm—in a case such as this where the firm is exposed to a potential loss because of the acts of the CEO.

Under halacha, one might think that an executive is a שליח, an agent of the shareholders, who are the owners of the corporation.  However, an agent generally is acting on behalf of the owners, doing what they could do for themselves.  In the Talmud we learn ששלוחו של אדם כמותו[25], that a person’s agent is like himself.  But in the case of the modern corporation, the “owner,” the shareholder, actually has no right to do anything for himself. 

Since an executive has powers that the owner does not, in many ways his status is more like a אפוטרופוס, a custodian or guardian who is appointed to watch over the financial affairs of another, typically, but not always, an orphaned minor.  His responsibilities are described as follows: והוא מוציא ומכניס ובונה וסותר ושוכר ונוטע וזורע ועושה כפי מה שיראה שזה טוב ליתומים, “[The apotropos] sells and buys, builds and destroys, hires, plants and sows, and he does what he sees will be good for the orphans.”[26]  This parallels the responsibility a corporate officer has to manage the assets of the corporation.  The apotropos is held liable for losses that are the result of his intentional transgressions.[27]

As described by Rabbi Dr. Asher Meir, Research Director of the Business Ethics Center of Jerusalem, “The apotropos, like the manager, is the sole executor; the actual owners are generally disabled from active involvement in the management of the assets.  In the case of the apotropos, the disability is minority or incapacity; in the case of the corporation, it is due to the separation of ownership and control which is the essential characteristic of corporate structure.  The owners, while not exercising day-to-day control, determine who in fact the executor is.  The orphans, when they are grown, do not exercise control jointly with the apotropos; they can, however, withdraw their assets or choose a new apotropos.”[28]  This kind of relationship is very similar to the relationship a shareholder has with the management of a corporation—he can not directly tell management what to do, but he can choose to sell his shares and invest elsewhere, and as a group the investors can choose to replace the manager. 

Under both secular law and halacha, if the executive is a corporate officer, he would have a responsibility to inform the board of the situation as it is illegal and could result in a substantial liability to the shareholders.  If he would have a responsibility under secular law, of course, דינא דמלכותא דינא, the law of the land is the law, would apply and he would also be bound under halacha.

In this case, since the executive is NOT a corporate officer, it could be argued that he is simply an employee under both secular law and halacha, and he would not have this higher level of responsibility towards the shareholders.  However, even if the executive did not have a technical responsibility to report the wrong-doing to the board, as a vice-president is universally recognized as being in a position of some authority and influence, it would be proper for him to report the wrong-doing to the board.  The tradition charges us with going לפנים משורת הדין, beyond the letter of the law.  In fact, according to the Talmud the Temple was destroyed because people failed to go beyond the strict letter of the law.[29]

Issue 4.  Does an executive have a responsibility to notify the company whose technology is being infringed?

The executive knows that the company whose patent is being infringed is losing money because of his company’s failure to pay the required fees.  This could be seen as a case of “finding a lost object,” which the Torah instructs us to return with not just one, but two commandments.[30]  

It might seem that since there is no physical object to return, this would not count as a lost object.  It is accepted, however, that this commandment to return a lost object includes a requirement to save another person’s money.  Yisroel Pinchas Bodner gives as an example if a person sees someone’s electricity needlessly being wasted, he could surmise that the owner would turn it off if he were there, and if possible a passerby should turn off the electricity.[31]  Our case of the unpaid license fee is somewhat analogous to this example of wasting electricity:  in both cases there is a loss to the owner, the owner is unaware of the loss, and the object being lost is intangible.  Bodner says that to do nothing in such a case would be a transgression of both the obligation to return lost objects and the prohibition against turning one’s eyes from your neighbor’s lost object.  This case is a little different than the electricity example, however, in that in the electricity example the owner will have to pay for the wasted electricity, whereas in the IP case the owner is simply not collecting money that is due him, but he does not have to pay something to a third party.

However, the employee is not obligated to lose wages to save someone else a loss.[32]  This is understood by at least some poskim as meaning one does not even have to forgo potential profits to return a lost item.[33]  The relevance of this to our situation is that if the employee feared that reporting the loss to the company whose patent was being infringed would jeopardize his job (a potential loss of not only profits, but his very livelihood) he would NOT be obligated to inform them. 

There are those who might argue that based on the principle יד פועל כיד בעל הבית, “the hand of the employee is like the hand of the employer,” i.e., the employee is considered an extension of his employer, he should be forbidden to do anything that would cost his employer money, like letting the infringed company know what is going on.  To this we would respond that this is true as long as the employer is operating within the bounds of the law.  If the employer is engaged in deceptive or fraudulent practices, such as not paying a required licensing fee, there is also a requirement to “stay far from a false matter,” and not be a party to wrongdoing,[34] and this would overrule the employee’s obligations toward his employer.

One potential barrier to reporting the activity to the other company is that most employees, especially executives, have to sign non-disclosure agreements, which they would breach if they reported the wrongdoing to a third party, which very likely could get the executive fired, and possibly make him the subject of a lawsuit.  Reporting the loss anonymously would still entail a violation of the confidentiality agreement which is not proper under either secular law or halacha.  At the same time, the enforceability of confidentiality in the face of illegal activity is very much questionable.

Legal protections to whistleblowers only apply to reporting information to law enforcement authorities, not to reporting information to third parties.  Since the executive could be exposed to financial loss if he reported the wrongdoing to the other company, he is not required to report this wrongdoing to the company whose patent is being infringed. 

Issue 5.  Does the executive in this case have an obligation to report the wrongdoing to law enforcement agencies?

In the wake of the Worldcom and Enron scandals, financial misdeeds in the corporate world have come under increasing scrutiny.  In a case such as this one, there is an issue not only of theft from the company whose patent is being infringed, but also an issue of securities fraud.  Why is the CEO engaging in this behavior in the first place?  He wants to make his financial statements reflect the highest possible level of profits.  By not recording a legitimate expense, he is not only defrauding the other company, he is also defrauding shareholders or prospective investors in his own company: the company’s financial statements do not truly reflect the financial condition of his company as there are unrecorded expenses and liabilities.

The Sarbanes-Oxley Act of 2002 greatly expanded protection to reporters of corporate wrongdoing.  One of the provisions of the act amends the US Code as follows: “Whoever knowingly, with intent to retaliate, takes any action harmful to any person, including interference with the lawful employment or livelihood of any person, for providing to a law enforcement officer any truthful information relating to the commission or possible commission of any Federal offense, shall be fined under this title, or imprisoned not more than 10 years, or both.”[35]  Not only that, but the Sarbanes-Oxley act requires corporations’ audit committees to set up procedures for “confidential, anonymous submission by employees of the issuer regarding questionable accounting or auditing matters.”[36]

Sarbanes-Oxley does not go so far as to REQUIRE every employee to report acts of wrongdoing.  The discussion raised in issue 3, regarding whether the executive is technically an officer of the corporation would also apply here; as an officer of the corporation there could be a legal requirement to report the matter to appropriate authorities.  In such a case, the executive would be well advised to see competent legal counsel to determine his responsibilities under secular law. 

It should be noted that if this were a case involving פקוח נפש (saving lives) – a danger to public health – there would be a clear requirement to report any wrongdoing to the proper authorities, even if there was a risk of financial loss to the one doing the reporting, as פקוח נפש דוחה את הכל, to save lives overrules all other commandments.  For example, if an executive at an auto-manufacturing company knew that the company was concealing information regarding a design defect that could lead to loss of life, he would be obligated to report it.

In this particular instance, since it is not a case of פקוח נפש, technically whether or not he is required to report the wrongdoing would hinge on whether he is required to do so under secular law.  However, given the protections provided by Sarbanes-Oxley, it would be appropriate and proper for any employee to report wrongdoing that is on a scale that materially affects the financial status of the corporation.  It would, however, be appropriate for any employee to first inform the board and allow them the opportunity to correct the problem internally.  In these days when directors are held accountable for what goes on at their firms, an employee can reasonably assume that the board would take appropriate action; if they do not, and there is retaliation, the employee can rely on Sarbanes-Oxley for some measure of protection.

Issue 6.  Does it make any difference if the CEO and/or ownership of either company is Jewish?

The traditional sources in the Talmud often make distinctions between our obligations toward fellow Jews and our obligations toward those described as עכום (akum).  עכום is an acronym for עבודת ככבים, “star worshippers.”  The Akum were idol worshippers of low integrity; this category certainly does not describe the Gentiles of the world of today, who are law-abiding citizens who mostly worship the One God. 

As Abraham Joshua Heschel describes the Christians we live among, “Above all, while dogmas and forms of worship are divergent, God is the same. What unites us? A commitment to the Hebrew Bible as Holy Scripture.  Faith in the Creator, the God of Abraham, commitment to many of His commandments, to justice and mercy, a sense of contrition, sensitivity to the sanctity of life and to the involvement of God in history, the conviction that without the holy the good will be defeated, prayer that history may not end before the end of days, and so much more.”[37]  Heschel also quotes Rabbi Israel Lifschutz of Danzig (1782-1860) who speaks of the Christians, "our brethren, the gentiles, who acknowledge the one God and revere His Torah which they deem divine and observe, as is required of them, the seven commandments of Noah..."[38] 

Not only are today’s Gentiles not in the category of עכום, but stealing from a non-Jew is considered even worse than stealing from a Jew.  This is because it leads to חלול השם, a desecration of God’s name.[39]  It will give Jews, and by extension, our God, a bad reputation if Jews steal from non-Jews.

The Talmud instructs us to treat the non-Jew the way we treat the Jew.  We are commanded to feed hungry Gentiles, visit Gentile sick, and bury the Gentile deadמפני דרכי שלום, for these are the ways of peace, the proper way to conduct oneself.[40]

That one should rebuke a Gentile doing something wrong is also explicitly mentioned in Sefer HaChasidim: “Rabbi Judah the Pious said: when one sees a Noahide sinning, if one can correct him, one should, since God sent Jonah to Nineveh to return them to His path.”[41]

Especially today, where in the vast majority of nations of the world Jews and non-Jews are treated the same under secular law, we should apply the Biblical principle of

משפט אחד יהיה לכם כגר כאזרח יהיה ,[42] there will be one law for you the stranger and the citizen.  This should lead us to find our ethical and moral teachings to be equally applicable in our dealings with both Jews and non-Jews.  This will lead to a קדוש השם, a sanctification of God’s name, and a furtherance of our charge to be a light to the nations.

Furthermore, as Rabbi Elliot Dorff points out in his responsum on renting synagogue facilities to Christian groups, there is the concept of יושר, “doing what is right and good in the sight of the Lord.”[43]  For us to treat Gentiles differently on such matters than we treat Jews would not be the right thing to do.

Conclusion

The executive in our case is clearly obligated to rebuke his superior for not paying the required licensing fee.  Since he is not an officer of the corporation, he does not have an obligation to inform the board, although it would be proper to do so, and he should be encouraged to do so.  The same applies to informing law enforcement authorities.  If the CEO refuses to listen to the rebuke, and the executive can advise the company whose technology is being infringed without jeopardizing his own employment he should, as it is analogous to returning a lost object or saving someone from a loss. 

Many of the ethical situations we confront in the modern workplace are very complex.  If figuring out the exact proper path under halacha at times seems a daunting task, it is good to remember that our tradition teaches that when we appear before the heavenly Beit Din and review our lives, the first question we are asked is נשאת ונתת באמונה  “did you conduct your business affairs with integrity?”[44]  And when answering that question, it is not enough to say that you diligently followed the letter of the law, for we are taught that Jerusalem was destroyed because her inhabitants failed to be לפנים משורת הדין, they failed to go beyond the minimum requirements of the law.