Tagged: Corporate Governance

Dissecting a Bribery Violation: Two Important Questions to Answer

In the wreckage of a corporate FCPA enforcement action, a company has to answer two important questions. First, how did the conduct occur without senior executives and the Board learning or suspecting that such conduct was occurring or could occur? Second, how did the wrongdoers obtain access to the money needed to fund the bribery scheme? I know these two questions are fairly obvious, but...

The Compliance Dangers of Cheerleaders and Nay-Sayers

Compliance always boils down to people and interpersonal relationships. No man is an island, and no one can go it alone in compliance. One essential requirement for effective compliance is the ability to engage colleagues and your audience. Many senior executives are smart people –we all understand that. But too often senor executives embrace an interpersonal style of cheerleading. It allows them to appear to...

Five Ways to Ensure Board Support for Compliance

A Chief Compliance Officer has a number of important relationships to maintain in an organization. Aside from the support of senior level executives, the CCO has to build an effective working relationship with the board and the relevant board committee responsible for ethics and compliance. From an operational standpoint, a CCO has to use the board to advance an issue when frustrated by senior management....

The VW Scandal: Insular Senior Management and Ethical Breakdowns

The Volkswagen scandal will be studied for years. One of many themes from the Volkswagen scandal will rest on the complete absence of any commitment to corporate governance. Volkswagen’s weird corporate structure (it is owned in large part by  a family) and labor and government interests resulted in a mish-mosh of influences that permitted the family to exercise almost unbridled control over corporate functions, leaving...

Taking Charge of a Company’s Reputation: Assign a Single Person to Manage Reputational Risks (Part III of III)

One person who does not have a conflict in evaluating a company’s reputational risks should manage a company’s reputation. This approach starts with one basic requirement – the board and the CEO have to agree that a company’s reputational risks should be managed and mitigated. As an initial step, the company has to assign responsibility for reputational risk to a senior executive responsible for risk...

Calculating the Incalculable: Reputational Damage (Part I of III)

Today I begin a three-part series on reputational damage. The first part tries to define the term “reputational damage;” the second part focuses on managing threats to a company’s reputation; and the final posting proposes creation of a senior risk manager in a corporate leadership team. If you ask CEOs and board members about the threats to a company resulting from a DOJ enforcement action,...

Webinar: Anti-Corruption Compliance in the High-Tech Sector

Webinar: Anti-Corruption Compliance in the High-Tech Sector   Wednesday, September 9, 2015, 12 Noon EST    Sign Up Here   The Justice Department and the SEC have focused FCPA enforcement resources on high-tech companies. Several high-tech companies have settled FCPA enforcement actions, while others remain under investigation. In a recent enforcement action, an SAP former executive plead guilty to an FCPA conspiracy and is awaiting...

SEC Unveils First FCPA Enforcement Action Focused On Hiring Practices: BNY Mellon

The SEC is having a good year in the FCPA enforcement arena. As a former prosecutor, my eyes would sometimes glaze over when discussing civil enforcement actions. The SEC, however, has turned its FCPA enforcement program into a productive and important component of its overall mission. BNY Mellon agreed to pay $14.8 million for the hiring of three interns in order to curry favor with...

The Danger of Compliance Overkill

Government prosecutors spend time promoting enforcement programs and encouraging companies to design and implement effective ethics and compliance programs. The blogosphere is filled with articles, surveys, studies, warnings, and marketing efforts all directed to encourage companies to increase compliance programs and resources. Companies have responded by increasing attention and resources to ethics and compliance programs. In particular, regulated industries are spending vast sums to enhance,...

You Cannot Buy an Ethical Corporate Culture

I do not mean to be facetious or snarky, but I am concerned about organizations that sell or promote their ability to certify or give a seal of approval to a company as an “ethical” company.  Even more troubling (or perhaps misleading) is the certification: “world’s most ethical companies.” With the growth of ethics and compliance, you can expect that charlatans, greedy snake oil sales...