In this podcast I am joined by AMI Managing Director Don Stern. We consider how defense counsel can work proactively with independent monitors to help clients who may have sustained an ethical or compliance violation or are under government scrutiny for allegations of illegal misconduct in a wide variety of industries, disciplines and corporate settings. In this episode, take a deep dive into the nuts and bolts of defense counsel working with a third-part independent monitor.
We began by exploring some basic questions around the attorney/client privilege, which belongs to the client and not the lawyer. Further, if a third-party independent monitor is retained by corporate legal to perform an assessment or review, it can be done under attorney/client privilege. It designed to give the company maximum information and flexibility to not have people being concerned about the information flow. It puts company’s in a position to make a decision on the possible self-disclosure. Not every issue needs to be self-reported nor does the government want to hear about every issue.
Stern emphasized that the privilege provides a company with the ability to self-disclose and, in some cases, to protect that information at least initially without worrying about being sued by private parties or class actions are securities cases. It allows an organization to “get an unvarnished view of the facts by an outsider or it goes to the lawyer who can assess it and discuss it with the client and then make a decision.” It allows you to explore such questions as: Do we need to report it? Should we report it? How should it be reported?” It can be a very powerful tool.
The bottom line is that companies cannot simply bring in a third-party independent, get a report or findings and then put their head in the sand. Stern believes being proactive means not simply bringing in an independent third-party but also using the information developed in a proactive manner. He said, “It is being aggressively proactive in fixing your problems. It is being as transparent as possible within that particular company’s environment. Identifying and fixing the problems, not only builds confidence internally within but provides assurance to the outside world; to shareholders, the media and government regulators that you are identifying your problems and fixing them yourself. This is the way to go.”
Day: October 27, 2020
EJ Marin is the Director of Solutions Engineering at Nakisa. His role is to see customer challenges from different angles, identify patterns, and engineer solutions for the HR function for HR professionals. He chats with Tom Fox about the changing face of HR in this week’s show.
Organizational Design and Transformation
Tom asks EJ to define organizational design. EJ shares the traditional definition of organizational design and contrasts this with his take on what it means. “Right now,” he remarks, “organizational design is more about agility [and] resilience, due to COVID and everything that’s happening… Now it’s all about adapting to the next normal: not to the new normal, but to the next things that are coming… It’s all about analyzing the organization and making sure that at the end of the day you’re adapting to the situation as fast as possible.”
Skills and capabilities that were optional before COVID, EJ points out, are essential to a company’s survival today. “Transformation needs to become a routine,” he argues. “You need to create these capabilities in your organization so you can easily reply, respond, and adapt to the new challenges that we have in the marketplace today.” Tom asks if traditional HR departments are set up for that kind of adaptation. They have to adapt quickly, he responds. Their survival depends on being agile.
EJ outlines the steps of organizational design. They include assessing the organization, creating objectives, collaboration, and making changes to the core HR systems. Nakisa helps to streamline the entire process using technology. EJ also explains the importance of HR data quality. “HR data is alive… [but] it’s very easy to get out of sync,” he tells Tom.
Diversity and Inclusion
Diversity and inclusion is a business asset. Companies that achieve it do better financially and in other areas. EJ shares three steps to help businesses go through a major transformation, such as a merger and acquisition, and keep this valuable asset.
Resources
Nakisa.com
EJ.Marin@nakisa.com
In today’s edition of Daily Compliance News:
- SEC provides fewer Wells notices. (WSJ)
- The Dig digs into the Goldman earnings statement. (The Dig)
- Texas AG fires 2nd (Houston Chronicle)
- Bloomberg says hold individuals culpable. (Bloomberg)
