Wells Fargo’s Desperate Need for a Compliance and Business Ethics Function (Part III of III)
While reading the independent directors’ report on the Wells Fargo sales incentives scandal, you will be overwhelmed by the feeling of frustration. At the same time, what is described in the report is the extent to which every control function came up against the problem staring them in the face – Wells Fargo’s sales incentive program was out of control.
Notwithstanding the 20-20 hindsight pictured in the report, the perfect solution to the problem, and maybe the real way to have avoided the problem all together was fairly simple – an empowered ethics and compliance office.
If someone asks you what was the most important lesson learned from the Wells Fargo fiasco, you can confidentially respond – the absence of an independent and empowered compliance function. It is easy to imagine how such a function, if it had a seat at the business table, would have responded to a proposed sales incentive program that rewarded sales staff based on the number of accounts opened rather than focusing on promoting customer service. Numbers of accounts bears no relation to quality of service, and in the end an ethics and compliance program officer would have pointed out the problem with the sales incentives program based on its skewed and illogical incentives.
There is no need to scratch your head on this one. Moreover, you can add Wells Fargo to the list of scandals where a robust ethics and compliance function would have had the best chance of preventing the scandal in the first place. An independent compliance function with a regular reporting relationship to the CEO may have woken up former CEO Stumpf, and if not, the Wells Fargo board may have assisted in this process. Just like GM, VW, VimpelCom and Takata, an ethics and compliance function would have been the fail safe against disaster and criminal behavior.
The Justice Department’s investigation of Wells Fargo is ongoing and we do not know where the criminal and civil chips may fall. There are plenty of candidates for criminal prosecution, most especially Carrie Tolstedt, who was well aware of the consequences of Wells Fargo’s sales abuse tactics, and brazenly fought off questions and oversight of the Community Banks’ sales program.
As we add Wells Fargo to the list of corporate scandals, it would be a mistake to chalk up the sales abuses, resulting sales misconduct, and attempted cover up to a “mistake” in judgment. Instead, the answer is fairly straightforward – had business ethics been empowered and with an appropriate seat at the business table, Wells Fargo would likely have avoided this entire mess.
While we look through the rubble of past corporate scandals, it is easy to see how instilling business ethics would inform corporate governance and protect a company from deviating from corporate governance norms. I am consistently amazed at how so many large companies with successful business records ignore the value and necessity for business ethics and compliance. A culture of ethics and compliance is an invaluable asset, and very few companies have demonstrated a commitment to ethics and compliance as a long-term strategy for financial sustainability.
Wells Fargo’s existing Values and Principles statement while attractive on paper was never given the deference it deserved, nor was there any serious consideration of how to conduct business in accordance with it Values and Principles statement. To Wells Fargo managers and employees, the disconnect between words and conduct stand as a stark testament to a horrific corporate scandal that resulted in serious harm to customers, employees and Wells Fargo’s reputation.
Wells Fargo stands as another testament to the consequences of ignoring ethics and compliance. The damage to its reputation is staggering, and the ability of Wells Fargo to recover will depend on a sustained commitment to ethics and compliance, and careful management of its business practices. In this situation, Wells Fargo would be wise to ensure that ethics and compliance considerations are given appropriate deference and consideration in the future.