Welcome to the Great Women in Compliance Podcast, co-hosted by Lisa Fine and Mary Shirley.
Lisa and Mary extend their heartfelt thanks to everyone who heeded the call for submissions for their book and told us your stories, experiences and sage advice. We are so looking forward to publishing the book in the coming months and hearing what you all think about it.
In the meantime, we are pleased to present our latest episode which is inspired by a listener’s feedback for featuring folks outside the typical Compliance role, for example someone who has gone on to do other things since being a Compliance Officer. Haydee Olinger’s profile fits the bill. Haydee was a dedicated employee to McDonald’s Corporation for over thirty years(!) in a number of roles. She was the company’s first ever Chief Compliance Officer and responsible for building and rolling out their Compliance program. Hear her Compliance story at one of the world’s most recognizable brands and then find out where her journey took her next – now Haydee is no longer a Compliance Officer but continues to add value to the community.
Join the Great Women in Compliance community on LinkedIn here.
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Compliance into the Weeds is the only weekly podcast which takes a deep dive into a compliance related topic, literally going into the weeds to more fully explore a subject. In this episode Matt Kelly and Tom Fox take a look at an Op-Ed piece penned by Alexander Vindman in the Washington Post where detailed his experiences as a whistleblower in the Trump White House.
Some of the highlights include:
- What is the psychology for a whistleblower?
- What is the role of senior management in a speak up culture?
- What is the role of a CCO after a whistleblower speaks up?
- What are the ethical values of a whistleblower?
Resources
See Matt’s blog post, A Must Read on Whistleblower Retaliation on Radical Compliance.
The Compliance Life details the journey to and in the role of a Chief Compliance Officer. How does one come to sit in the CCO chair? What are some of the skills a CCO needs to success navigate the compliance waters in any company? What are some of the top challenges CCOs have faced and how did they meet them? These questions and many others will be explored in this new podcast series. Over four episodes each month on The Compliance Life, I visit with one current or former CCO to explore their journey to the CCO chair. This month, my guest is Louis Sapirman, Vice President, Chief Ethics & Compliance Officer and Chief Compliance Counsel for Panasonic Corporation of North America, the principal North American subsidiary of Panasonic Corporation. He oversees the company’s regulatory and compliance function, maintaining a culture of ethics, and ensuring all employees are upholding Panasonic’s longstanding values in their work.
Louis previously served as Associate General Counsel & Chief Compliance Officer for the Dun & Bradstreet Corporation. During his tenure as CCO, the company was recognized as one of the World’s Most Ethical Companies by the Ethisphere Institute. Prior to moving in-house, Louis worked in private practice with several law firms including Wilmer Cutler Pickering Hale & Dorr and Buchanan Ingersoll. Throughout his career, Louis has been recognized for his work. In both 2015 and 2016, the Ethisphere Institute named him to their list of Attorneys Who Matter in Compliance and Ethics, and in 2010 he was named International Employment Lawyer of the Year by the Association of Corporate Counsel.
In this first episode, we consider Louis’ personal and professional journey into the field of compliance. We get to know Sapirman through his family and why he is so passionate about compliance, institutional justice and institutional fairness. We learn about two experiences growing up that helped informed his views on diversity and the wider world. He talks about his experience as a member of a service fraternity in college and then moves into his professional career. His legal work as a Generalist into Employment Attorney, moving to Employment and Litigation work at D&B and then revamping the investigations process at D&B.
Welcome to the newest addition to the Compliance Podcast Network, Compliance and Coronavirus. In this episode, I visit with Maurice Gilbert, of Conselium Compliance Search. We discuss the compliance hiring scene during the time of Coronavirus from both the company and candidate perspective.
Some of the highlights include:
- The time of Coronavirus and economic downturn has put more challenges in front of compliance professionals. In terms of the CCO and CO hiring process what has this meant?
- How has time of Coronavirus changed a company’s approach to hiring?
- For anyone in the compliance field, what should they be thinking about now in terms of employability? What if anything should they be doing? Has the skillset needed for a CCO changed?
- How has social media changed the compliance hiring process?
For more information on Conselium Compliance Search, click here.
Dr. Gleb Tsipursky is an expert in the field of disaster avoidance. He joins Tom Fox on this week’s show to talk about his work, including how he helps leaders avoid decisions that lead to disaster.
Avoiding Disaster
“Avoiding a disaster is always preferable to recovering from it. So I believe to avoid disaster we have to understand where disasters come from. There are only two things that lead to disasters, and they both come from our decisions,” says Gleb. “…One is an active decision where we make a decision ourselves that leads to a pretty disastrous situation… The other type of disaster comes from when we fail to make a decision that we need to make to avoid a disaster.” Glen says that his mission is to help leaders recognize and overcome the cognitive biases that lead them into making disastrous decisions. These cognitive biases are the decision-making patterns that we fall into because of how our brain is wired, he points out. Our instincts are not wired for the modern environment.
Magical Thinking
Tom asks Gleb to describe the top three judgment errors – ‘magical thinking’ – leaders make that lead to disaster. Gleb responds that these are:
- Overconfidence bias – research shows that the more confidence a leader exhibits, the worse their business performs. “When we should be confident is after we make a very carefully considered, data-driven, informed evaluation and then implement that decision,” he says.
- Sunken cost bias – leaders tend to stick with a plan even when evidence shows it isn’t working, and they should pivot.
- Confirmation bias – looking at the world in a way that confirms their beliefs, instead of letting evidence inform their vision.
Stakeholder Engagement
Gleb outlines three social intelligence methods leaders should employ to achieve their leadership goals. These are empathetic listening, rapport building, and curious questioning. These skills will help leaders influence and engage stakeholders. “People are not nearly aware of how much their emotions drive them,” he comments. He emphasizes that the essence of leadership is stakeholder engagement. He and Tom discuss helping leaders fight unconscious biases in their organizations. He shares practical ways leaders can overcome tribalism personally and within their businesses.
Resources
DisasterAvoidanceExperts.com
Free video modules: Wise Decision Making Guide
Never Go With Your Gut: How Pioneering Leaders Make the Best Decisions and Avoid Business Disasters
The Blindspots Between Us: How to Overcome Unconscious Bias and Build Better Relationships
In today’s edition of Daily Compliance News:
- Clyde & Co in the crosshairs? (The Guardian)
- Planning for the real apocalypse. (FT)
- Can the oil patch lead climate change? (Hosuton Chronicle)
- Will Trump’s corruption lead to his defeat? (WaPo)
Welcome to this month’s offer of 31 Days to a More Effective Compliance Program. This month I will focus on the Board of Directors and its role in an effective compliance program. At the end of August, you will not only have a good summary of the basics of a best practices compliance program for a Board of Directors but information that you can incorporate into your compliance regime.
Case law. As to the specific role of best practices in the area of general compliance and ethics, one can look to Delaware corporate law for guidance. The case of In Re Caremark International Inc., 698 A.2d 959, (Del. SCt. 1996) was the first case to hold that a Board’s obligation “includes a duty to attempt in good faith to assure that a corporate information and reporting system, which the board concludes is adequate, exists, and that failure to do so under some circumstances may, in theory at least, render a director liable for losses caused by non-compliance with applicable legal standards.”
2020 FCPA Resource Guide, 2nd edition and U.S. Sentencing Guidelines. A Board’s duty under the FCPA is well-known. In the FCPA Resource Guide, 2nd edition, there are two specific references to the obligations of a Board. The first, in Hallmark No. 1, states: “Within a business organization, compliance begins with the board of directors and senior executives setting the proper tone for the rest of the company.” The second is found under Hallmark No. 3 and notes that the CCO should have “direct access to an organization’s governing authority, such as the board of directors and committees of the board of directors (e.g., the audit committee).” Further, under the U.S. Sentencing Guidelines, the Board must exercise reasonable oversight on the effectiveness of a company’s compliance program. The DOJ’s Prosecution Standards posed the following queries: 1) Do the Directors exercise independent review of a company’s compliance program? and 2) Are Directors provided information sufficient to enable the exercise of independent judgment?
From the Delaware cases, a Board must not only have a corporate compliance program in place but actively oversee that function. Further, if a company’s business plan includes a high-risk proposition, there should be additional oversight. In other words, there is an affirmative duty to ask the tough questions. The specific obligations set out regarding the FCPA drive home these general legal obligations down to the specific level of the statute.
Three key takeaways:
- The Delaware courts have led the way with the In Re Caremark and Stone v. Ritter decisions.
- Note the obligations of the Board under the Ten Hallmarks of an Effective Compliance Program.
- The U.S. Sentencing Guidelines also require Board involvement and oversight.
A special thanks to this month’s sponsor, Affiliated Monitors, Inc.
In the Episode, I am joined by Mike DeBernardis, Counsel at Hughes Hubbard, in the firm’s Washington office and a member of the firm’s Anti-Corruption and Internal Investigations and White Collar & Regulatory Defense practice groups. He represents corporate and individual clients in criminal, civil and administrative enforcement matters, including matters involving the Foreign Corrupt Practices Act and securities and accounting fraud. In this episode we take a deep dive into the DOJ’s 2020 Update to the Evaluation of Corporate Compliance Programs and DOJ and SEC FCPA Resource Guide, 2nd edition.
Some of the highlights include:
- What were the top changes DeBernardis observed in 2020 Update to Evaluation of Corporate Compliance Programs?
- What were the top changes for you in FCPA Resource Guide, 2nd edition?
- How should one read the Resource Guide, 2nd with the 2020 Update? In conjunction, separately or in some other way?
- Is there any significance to the two documents being released so close together in time?
- Should you advise clients to do anything different because of these documents?
