Corporate Compliance
Complaint Procedures for Accounting and Auditing Matters

Perfumania Holdings, Inc. (together with its subsidiaries, the "Company") is committed to achieving compliance with all applicable securities laws and regulations, accounting standards, accounting controls and audit practices. In order to facilitate the reporting of complaints or concerns, the Company's Audit Committee has established the following procedures for (1) the receipt, retention and treatment of complaints regarding accounting, internal accounting controls, or auditing matters and (2) the confidential anonymous submission by associates of the Company of concerns regarding questionable accounting or auditing matters.

Scope of Matters Covered by these Procedures

These procedures relate to complaints and concerns relating to any accounting, internal accounting controls or auditing matters or questionable accounting or auditing matters, including, without limitation, the following:

  • fraud or deliberate error in the preparation, evaluation, review or audit of any financial statements of the Company;
  • fraud or deliberate error in the recording and maintaining of financial records of the Company;
  • deficiencies in or noncompliance with the Company's internal accounting controls;
  • 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 the Company; or
  • deviation from full and fair reporting of the Company's financial condition.

Submission and Receipt of Complaints or Concerns

Complaints or concerns may be submitted by any of the following means:

  • by mail, to:
       Chairman of the Audit Committee of Perfumania Holdings, Inc.,
       Private and Confidential
       35 Sawgrass Drive, Suite #2,
       Bellport, NY 11713
  • by email to complaint@perfumaniaholdingsinc.com
  • by voicemail to 631 866 4157, the CFO's office
Complaints or concerns may be submitted on an anonymous basis. The Company will not undertake any efforts to determine the identity of anonymous submissions. However, anonymous submissions should contain as much detailed information as possible regarding the complaint or concern to permit the matter to be properly investigated. If the person submitting the complaint or concern does identity themselves, all reasonable efforts will be undertaken to protect their identity, consistent with the need to conduct an adequate review.

Treatment of Complaints or Concerns

All complaints or concerns will be reviewed under Audit Committee oversight and direction by the Company's Chief Financial Officer and/or the Chairman of the Company's Audit Committee. Promptly following receipt one or more investigators will be appointed, taking into consideration any potential conflicts of interest among the investigators that might affect the independence of the investigation or the credibility of the conclusions reached.

The investigator(s) will be provided adequate resources (including advisors and experts, if necessary) to conduct the investigation.

The investigator(s) will take control of all written materials involved in the complaint or concern and interview anyone that may have information that relates to the subject matter of the complaint or concern.

Prompt and corrective action will be taken when and as warranted in the judgment of the Audit Committee.

Document Retention

The Chairman of the Audit Committee will retain documents and other information, as deemed necessary, on a case by case basis.

Pending completion of the investigation all ordinary course document destruction practices of the Company shall be suspended, with respect to documentation pertinent to the investigation.

All records resulting from any complaint or concern and any resulting investigation shall be retained by the Company for not less than seven (7) years.

Retaliation

The Company will not discharge, demote, suspend, threaten, harass or in any manner discriminate against an employee in the terms and conditions of employment based upon any lawful actions of such employee with respect to good faith reporting of complaints or concerns, providing or causing information to be provided or otherwise assisting in an investigation regarding any complaint or concern.