Over the last twenty years, we have seen a fundamental re-orientation in compliance. I would argue that as the compliance profession has expanded and taken on greater space and responsibility in the corporate governance world, a fresh perspective has developed. In my view, compliance is devoting more attention, and properly so, to the idea of “proactive” compliance. This is in contrast to “reactive” compliance. What...
Maybe I am getting slow in my old age – or just maybe I am losing a step or two. We all face that inevitable question – and perhaps, for me, it is best illustrated when I come up with yet another in my series of profound grasps of the obvious. Here is one of my favorites – I call it the 60-60 problem. If...
The government has emphasized the dangers of a paper compliance program, meaning a compliance program that is written down but not implemented. We all have seen programs that fit this bill, and they are discouraging. They are exhilarating when written out because they are usually comprehensive and ambitious. But such positive feelings can quickly turn negative when you start to kick the tires and find...
I do not think there is much disagreement on the basic purpose of an ethics and compliance program. After all, one of the primary sources for compliance programs continues to be the United States Sentencing Guidelines which very clearly affirm that stated purpose of a corporate compliance program. To play devil’s advocate for a minute, let’s consider the following: the United States Sentencing Guidelines are...
The SEC announced last week a $5 million FCPA settlement with Vantage Drilling International (“Vantage”), a Texas-based offshore drilling company. The violations involved Vantage’s predecessor company, Vantage Drilling Company (“VDC”), for transactions with its former outside director, largest shareholder and only supplier of drilling assets, and for failure to implement appropriate controls for its third-party marketing agents. The Justice Department closed its related investigation. The...
“The secret of getting ahead is getting started.” – Mark Twain “To succeed in life, you need two things: ignorance and confidence.” – Mark Twain Mark Twain would have been a great Chief Compliance Officer – he had an extraordinary ability to capture human behavior and motivation. He would have known how to use the right phrase at the right time. I can just imagine CCO Mark Twain meeting...
On November 5, 2018 the Department of Treasury’s Office of Foreign Asset Control (“OFAC”) completed the process to re-impose the Iran sanctions program. The 180-day wind-down period for termination of the United States’ participation in the Joint Comprehensive Plan of Action (“JCPOA”) ended. As part of the re-imposition of U.S. sanctions, OFAC added more than 700 individuals, entities, aircraft, and vessels to the SDN List,...
Société Générale (“SocGen”) entered into two deferred prosecution agreements (“DPA”) (here) and agreed to pay $1.34 billion in penalties (here): $717 million to the Justice Department; $325 million to New York’s Department of Financial Services “DFS”); $163 million to the Manhattan District Attorney’s Office; $81 million to the U.S. Federal Reserve; and $54 million to the U.S Treasury’s Office of Foreign Assets Control (“OFAC”). The...
The beauty of an effective ethics and compliance program is captured in the well-known phrase that it is worth much more than the sum of its parts. I am reminded of the Beatles refrain, “All Together Now,” (HERE) which is an apt reminder of the importance of operationalizing an ethics and compliance program. Frankly, the life of an ethics and compliance program depends on the...
I am not a cynic when it comes to looking at the latest “fads” in compliance. Please do not get me wrong. Compliance is a fast-evolving field that is quickly moving beyond the limited perspective of legal into a new territory, coined by Donna Boehme (here), the subject-matter expert (“SME”). Donna has a great point – lawyers and other professionals cannot just willy-nilly decree themselves...
