Tagged: governance

Changes in the Balance of Power: The Board Versus CEO

There is no doubt that corporate boards operate under greater scrutiny. The trend is clearly to hold boards and individual members accountable. But this is not the result of government prosecution; rather, this trend reflects increased regulation and changes in investor and shareholder efforts to monitor corporate boards and CEOs. As corporate boards assume greater responsibility for supervision and monitoring of company activities, they have...

How to Keep Your Whistleblower(s) “Happy” (or Satisfied)

Happiness is when what you think, what you say, and what you do are in harmony – Mahatma Gandhi Happiness is an elusive concept – for some. For others who may be more enlightened or lived for years, happiness is a feeling that can be attained by commitment, determination and awareness.  My keys to happiness are love, gratitude and empathy. Some people are “content” being...

Organizational Justice: The Importance of Transparency

You know a company’s culture is suffering when you hear the CEO or senior executives say the best way to develop a “Speak Up” culture is to just tell all the employees “we want to hear from you.” I am an advocate for simplicity but sometimes simplicity can slip into stupidity. A “Speak Up” culture requires a commitment to a number of important principles and...

Creating an Ombudsman’s Office

If your company is big enough and has the resources to consider establishing an internal ombudsman’s function, consider yourself lucky. When compliance professionals and lawyers use the term “ombudsman,” it is important to define how the term is being used. The most effective model for an ombudsman is the creation of an entire independent investigation and resolution function within a company. In this model, the...

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...

Refining a CCO’s Reporting Relationship to a Corporate Board

You can observe a lot by just watching – Yogi Berra There is way too much time being spent on esoteric arguments about corporate board reporting responsibilities for Chief Compliance Officers. Let’s agree and move on to more important and difficult issues. I hate to be dogmatic but when it comes to this issue, there really is one obvious solution. Varying alternatives are less than...

The Dangerous “Cult” of CEO Rock Stars

Everyone needs a hero, someone they can look up to and admire, and project feelings of positive personality. The world’s history is replete with “great” leaders who instilled in people a feeling of connection, commitment and admiration. History also tells us that the “leadership dynamic” can also be used for negative purposes. We all have our list of horrible and evil “leaders” who led countries...