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Popcorn and Compliance

Popcorn and Compliance: Episode 3: Son of Frankenstein – Inheriting the Castle Means Inheriting the Risk

This October, Tom Fox returns to one of his all-time favorites: Universal Pictures’ Classic monsters. Over the years, Tom has explored classics like Dracula, The Mummy, The Wolf Man, and The Invisible Man, as well as films by Val Lewton and Hammer Studios. This year, he wanted to return for a deep dive into the first five Frankenstein movies. He has considered, or will consider, the original Frankenstein, Bride of Frankenstein, Ghost of Frankenstein, and Frankenstein Meets the Wolfman. In this third episode, he considers what many viewers regard as the series’ best: Son of Frankenstein, released in 1939. This is the final film to feature Boris Karloff as Frankenstein’s Monster. In this exploration, Tom Fox uses his AI friends, Timothy and Fiona, to provide commentary.

Film Synopsis:

Son of Frankenstein brings Basil Rathbone into the saga as Wolf von Frankenstein, who returns with his family to his father’s estate hoping to restore the Frankenstein name. Instead, he encounters Bela Lugosi’s extraordinary Ygor and discovers that his father’s Monster, played for the final time by Boris Karloff, is still alive but comatose. Wolf revives him, hoping to vindicate his father’s work, but Ygor has his own plans and uses the Monster to settle old scores. The result is another catastrophe created by a Frankenstein convinced that this time things will be different.

Key highlights:

  • You can inherit risk without creating it.
  • This is the M&A compliance movie.
  • Ygor represents institutional knowledge used for the wrong purpose.
  • Inspector Krogh represents institutional memory.
  • Red flags transform governance responsibility.

Popcorn and Compliance takeaway: You may not have created the Monster, but once you know he is in the basement, he becomes your governance problem.

Timothy and Fiona are AI-generated voices courtesy of NotebookLM.

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Popcorn and Compliance

Popcorn and Compliance: Episode 2: Bride of Frankenstein Dr. Pretorius and the Compliance Problem of Knowing Better

This October, Tom Fox returns to one of his all-time favorites: the Universal Pictures classic monsters. Over the years, Tom has covered classics like Dracula, The Mummy, The Wolf Man, and The Invisible Man, and has also explored films by Val Lewton and Hammer Studios. This year, he’s back with a deep dive into the first five Frankenstein movies. The series covers the original Frankenstein, Son of Frankenstein, Ghost of Frankenstein, and Frankenstein Meets the Wolf Man. This second episode tackles what many viewers call the greatest horror movie of all time: Bride of Frankenstein (1935). Tom’s AI friends, Timothy and Fiona, comment throughout.

Film Synopsis

Bride of Frankenstein picks up after Henry Frankenstein and the Monster survive the original film. Henry wants to leave his experiments behind, but the wonderfully sinister Dr. Pretorius pulls him back toward creation, ultimately forcing him to help create a female companion for the Monster. Meanwhile, the Monster himself develops emotionally and intellectually, experiences both human kindness and cruelty, and desperately seeks companionship. The experiment succeeds technically, but the Bride immediately rejects the Monster, setting up the film’s tragic conclusion.

Key highlights:

  • Knowing better changes everything.
  • Pretorius represents the dangerous adviser.
  • Culture is learned behavior.
  • Speak-up systems require psychological safety.
  • Ethical leadership is tested when ethics becomes expensive.

Popcorn and Compliance takeaway: The most dangerous compliance failure may occur when leadership already knows the right answer and allows someone to persuade it otherwise.

Timothy and Fiona are AI-generated voices courtesy of Notebook LM.

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Blog

Frankenstein and Compliance: Part 2 – Bride of Frankenstein: When Leaders Know Better

Ed. Note: This month, on his podcast series Popcorn and Compliance, Tom Fox takes a deep dive into the first five Frankenstein movies. Over October, he will cover Frankenstein, The Bride of Frankenstein, The Son of Frankenstein, The Ghost of Frankenstein, and Frankenstein Meets the Wolf Man. The blog post accompanies the podcast series.

The compliance problem in Frankenstein was innovation without governance. Henry Frankenstein became so focused on whether he could create life that he failed to consider adequately what would happen if he succeeded. He had extraordinary technical capabilities but almost no governance infrastructure around his experiment. There was no meaningful risk assessment, no effective challenge function, no contingency planning, and no clear accountability for the consequences. In Bride of Frankenstein (1935), the compliance problem is different and considerably more troubling. Henry now knows better.

Henry has survived the consequences of his original experiment. He has seen the Monster die and the destruction it caused. He understands that his scientific ambition created risks he could not control. At the beginning of the sequel, Henry appears ready to put his experiments behind him and build a life with Elizabeth. Then Dr. Pretorius arrives.

Pretorius is one of the great characters in the Universal horror canon, but anyone who has spent time in corporate compliance will recognize him. He is intelligent, sophisticated, persuasive, and completely convinced that conventional ethical boundaries should not interfere with extraordinary achievement. More importantly, he understands Henry. Pretorius knows which arguments will appeal to Henry’s ambition and which pressures will overcome his judgment.

This changes the compliance analysis. Henry cannot claim that the risk is unknown. He has already experienced the consequences. The question is whether he has learned from them. That distinction provides the central compliance lesson of Bride of Frankenstein. A significant difference exists between an organization that fails to identify a new risk and one that identifies it, experiences the consequences, and then allows the same underlying conduct to return.

Knowledge Changes the Governance Obligation

Corporate compliance programs generate information. Risk assessments identify vulnerabilities. Internal audits identify control weaknesses. Investigations identify misconduct. Hotline reports identify cultural problems. Due diligence identifies third-party risks. Compliance monitoring identifies patterns that may require further attention. The value of that information depends upon what the organization does with it.

An investigation that establishes what happened but produces no organizational change has limited compliance value. The same is true of an internal audit finding that is administratively closed without determining whether the underlying risk has been reduced. Knowledge must lead to action. This is where Henry fails. He possesses precisely the information that should prevent him from returning to the laboratory. He knows his previous experiment had catastrophic consequences. Nevertheless, Pretorius gradually pulls him back toward the same underlying conduct.

For a CCO, this raises an important question about repeat misconduct. When the same type of compliance problem appears more than once, the organization should ask whether the earlier incident was treated as an isolated event rather than a systemic warning. Questions you might ask include: Did the investigation identify root causes? Were controls changed? Were incentives examined? Was management behavior considered? Was remediation tested? Were lessons incorporated into the next risk assessment? Once an organization knows where a material risk exists, future failures become more difficult to characterize as unforeseeable.

The Pretorius Problem

Pretorius represents a particular type of organizational risk: an influential individual who consistently finds reasons why normal controls shouldn’t apply. Every experienced compliance professional has encountered some version of this problem. A business executive explains that a particular transaction is unique. A salesperson argues that a questionable practice is standard in the local market. A manager insists that due diligence must be completed after onboarding because the customer cannot wait or you will cause the company to miss the quarter’s numbers. None of those statements necessarily establishes misconduct. They should nevertheless cause a compliance professional to ask additional questions.

The danger often comes through rationalization rather than an explicit request to violate the law. The transaction is too important. The amount is too small. The customer relationship is too valuable. The competitor already does it. The process takes too long. The documentation can be completed later. Pretorius works on Henry in much the same way. He does not persuade Henry that the original experiment was harmless. He persuades him that there is a sufficiently compelling reason to cross the boundary again. That is a leadership problem because effective ethical leadership requires executives to recognize when commercial, personal, or organizational pressure is changing their risk tolerance.

When Exceptions Become the Business Process

One of the most important implications for a compliance program is managing exceptions. Most corporate policies need some mechanism for legitimate exceptions. Business circumstances are too complex to assume every rule applies equally in every situation. The problem arises when exceptions become routine.

Consider third-party due diligence. A distributor needs to begin work immediately because of a time-sensitive commercial opportunity. Management approves an exception that lets work begin before diligence is complete. The exception may be entirely defensible. Then another distributor receives the same treatment. Then another. Eventually, business personnel begin viewing due diligence as a process that can routinely be completed after onboarding. The written policy has not changed. The actual control environment has.

The same issue can arise with gifts and entertainment, conflicts of interest, expense approvals, sanctions screening, contracting requirements, AI approvals, cybersecurity requirements, or financial controls. Each exception may have a plausible business explanation. Taken together, the exceptions may demonstrate that the organization has developed an operating practice inconsistent with its stated policy.

Compliance should therefore monitor exceptions as data. How many are being granted? Which business units request them? Which executives approve them? Are the same reasons repeatedly used? Do temporary exceptions become permanent arrangements? A pattern of exceptions can early indicate the normalization of deviance.

Culture Becomes Visible When the Stakes Rise

Bride of Frankenstein also provides an important lesson about corporate culture. Culture is relatively easy to discuss when ethics and commercial objectives don’t conflict. The real test comes when the two appear to diverge.

Suppose Compliance identifies significant concerns about the company’s highest-revenue distributor. What happens next? Suppose an investigation substantiates allegations involving a senior executive responsible for a strategically important business. How does management respond? Suppose an AI application promises significant cost savings, but Legal, Privacy, Information Security, or Compliance recommends delaying deployment for additional testing. Does the company wait? Those decisions reveal more about corporate culture than a values statement.

Henry believes he has changed after the events of Frankenstein. Pretorius tests that belief. Once scientific ambition, pressure, and personal consequences enter the equation, Henry’s commitment to walking away begins to erode. Companies experience the same tension. A business may have strong written values and an extensive compliance program, but employees pay attention to what happens when adherence to those values becomes costly.

This is particularly important for boards. Boards cannot assess culture solely through training completion rates, hotline statistics, or employee surveys. Those metrics can help, but directors should also understand how management handles difficult decisions involving high performers, major customers, significant third parties, and substantial revenue. Culture becomes visible in decisions.

The Monster and the Importance of Organizational Experience

One of the most significant developments in Bride of Frankenstein is the Monster’s evolution. In the original film, he is largely reactive. In the sequel, he begins to learn about human relationships and the world around him. The sequence with the blind hermit is particularly important. The hermit does not judge the Monster by his appearance. He provides food, companionship, music, and kindness. The Monster responds to that environment. For a brief period, we see how different surroundings produce different behavior.

That provides a useful analogy for corporate culture. Employees learn what an organization values through experience. They observe how their supervisors behave. They see who receives promotions and bonuses. They notice whether high performers receive exceptions from policies. They see whether the organization respects or marginalizes people who raise concerns. They learn whether management wants bad news delivered promptly or prefers problems to stay below the surface.

Compliance should therefore pay particular attention to management behavior. Employee surveys, exit interviews, hotline data, investigation trends, turnover information, disciplinary records, and audit findings can help identify business units where the local management culture differs from the company’s stated expectations.

Incentives Can Become the Corporate Pretorius

Pretorius uses Henry’s ambition as leverage. Corporations use compensation and performance systems to influence employee behavior every day. That makes incentives a central compliance issue. A company may tell employees that integrity is its highest priority while evaluating them primarily on revenue, growth, margin, or quarterly performance. Employees will quickly determine which message matters more.

This does not mean financial incentives are inappropriate. Companies exist to generate economic value, and employees should be rewarded for performance. The compliance issue is whether the incentive structure unintentionally encourages excessive risk-taking or undermines controls.

Compliance should understand how significant employee populations are compensated. The Evaluation of Corporate Compliance Programs (ECCP) makes similar inquiries. Should questions include: Are sales targets realistic? Do employees get rewarded for the quality and sustainability of performance, or simply for the amount of revenue generated? Does compliance performance affect bonuses or promotion decisions? Are managers held accountable for control failures within their teams? Can compensation be reduced or recovered following significant misconduct? The goal is alignment. Employees should understand that how results are achieved matters as much as the results themselves.

High Performers Are the Real Test of Accountability

Perhaps the clearest test of ethical culture comes when a high-performing employee violates policy. If the organization disciplines junior employees while protecting commercially valuable executives, employees will understand that there are two compliance systems. One exists in the policy manual. The other exists in practice.

Consistency does not require identical discipline in every case. Facts, intent, seniority, cooperation, prior conduct, and other circumstances can legitimately affect disciplinary decisions. But commercial value should not create immunity. Boards should understand how management handles misconduct involving senior leaders and significant revenue producers. The issue is not whether directors should participate in routine disciplinary decisions. They should not. The governance question is whether accountability applies throughout the organization.

Pretorius operates as though ordinary ethical constraints are for other people. Companies should ensure they do not inadvertently create executives who reach the same conclusion.

The Compliance Lesson

Bride of Frankenstein is ultimately about organizational learning. Companies will make mistakes. Controls will fail. Employees will engage in misconduct. Compliance programs will occasionally fail to identify risks before those risks become problems.

Program effectiveness shows up in what happens next. An investigation should generate knowledge. That knowledge should inform root-cause analysis. Root-cause analysis should drive remediation. Remediation should change controls, incentives, training, supervision, or business processes where necessary. Those changes should then be tested to determine whether they work.

Henry Frankenstein fails because he doesn’t turn knowledge into durable change. He knows what happened the first time. He understands the consequences. Yet Pretorius finds the ambition, pressure, and rationalization needed to pull him back into the laboratory.

That is why Bride of Frankenstein provides such an important compliance lesson. The greatest organizational risk may not be the risk management failed to identify. It may be the risk management already knows about but has learned to tolerate.

The next stage of the Frankenstein story moves the problem forward again. Leadership changes. A new generation arrives. Wolf von Frankenstein did not create his father’s Monster and bears no responsibility for the decisions that originally brought him to life. Then Wolf discovers what he has inherited.

In Son of Frankenstein, the compliance question becomes one every acquiring company, new CEO, board member, and CCO should understand: You did not create the problem. Once you know it exists, what will you do about it?

Check out Timothy and Fiona’s commentary on the compliance lessons from the Bride of Frankenstein here.

Categories
Popcorn and Compliance

Popcorn and Compliance: Frankenstein It’s Alive: Innovation, Governance, and the Responsibility of the Creator

This October we return to one of Tom Fox’s all-time favorites, the Universal Picture Classic monsters. Over the years, Tom has revisited the classics Dracula, The Mummy, The Wolf Man, and The Invisible Man and taken detours into films by Val Lewton and Hammer Studios. This year, Tom wanted to return for a deep dive into the first five Frankenstein movies, covering the original, The Bride of Frankenstein, The Son of Frankenstein, The Ghost of Frankenstein, and Frankenstein Meets the Wolfman. In this first episode, we consider the original and one of the greatest horror movies of all time, Frankenstein, released in 1931. In this exploration, Tom has used my AI friends, Timothy and Fiona, to provide commentary.

Film Synopsis

James Whale’s Frankenstein remains one of the foundational movies of American horror, with Colin Clive as Henry Frankenstein and Boris Karloff giving us the definitive cinematic image of the Monster. Henry retreats to his laboratory with his assistant Fritz, determined to discover the secret of life. His experiment succeeds, but a crucial mistake has already occurred: Fritz has supplied the brain identified in the film as abnormal rather than the intended brain. Henry brings his creation to life without understanding what he has made, without controls to manage it, and without any real plan for what comes next. The resulting tragedy ultimately sends creator and creation toward their confrontation at the burning windmill.

Key highlights:

  • Innovation without governance is simply uncontrolled risk.
  • The abnormal brain is a third-party and supply-chain failure.
  • Waldman represents credible challenge without sufficient authority.
  • Henry abandons responsibility when responsibility matters most.
  • The catastrophe begins before the Monster escapes.

Popcorn and Compliance takeaway: Do not wait until the Monster is running through the village to conduct the risk assessment.

Timothy and Fiona are AI-generated voices courtesy of Notebook LM.

Categories
Blog

Frankenstein and Compliance: Part 1 – It’s Alive: Innovation Without Governance

Ed. Note: This month, on my podcast series Popcorn and Compliance, I am taking a deep dive into the first five Frankenstein movies. Over October, I will consider Frankenstein, The Bride of Frankenstein, The Son of Frankenstein, The Ghost of Frankenstein, and Frankenstein Meets the Wolfman. The blog post is a companion to the podcast series.

The most famous moment in Frankenstein (1931) comes when Henry Frankenstein’s experiment succeeds. Electricity surges through his laboratory, the body on the table begins to move, and Frankenstein celebrates what he believes is an extraordinary scientific achievement.

“It’s alive!”

For the corporate compliance professional, however, the critical decisions occurred before Henry ever activated his equipment. He had decided to proceed without an adequate risk assessment, effective oversight, meaningful challenge, or a plan for managing the consequences if his experiment succeeded. Viewed through that lens, Frankenstein is not simply a horror movie about a scientist and the Monster he creates. It is a case study in innovation without governance.

That lesson is especially relevant as companies accelerate the adoption of AI and other emerging technologies. Businesses are appropriately focused on innovation, productivity, efficiency, growth, and competitive advantage. Yet technological capability can develop faster than the governance structures needed to manage the resulting risks. The compliance issue is not whether companies should innovate. They must. The issue is whether governance keeps pace with innovation.

The Business Case Was Clear. The Governance Case Was Not.

Henry Frankenstein has a compelling objective. He believes he can accomplish something no one has accomplished before. He assembles the equipment, obtains the materials, develops the technical capability, and builds a team capable of executing the project. In corporate terms, Henry has a strategy, resources, technical expertise, and executive sponsorship. He lacks an effective governance framework.

Before activating his creation, Henry conducts no meaningful risk assessment. He does not identify potential failure scenarios or establish control requirements. He does not define stopping criteria or determine who has authority to challenge the project. No meaningful contingency plan exists for an adverse outcome. This is precisely where compliance should enter the business process.

An effective compliance function should not first encounter a significant new technology when the business seeks approval immediately before deployment. Compliance needs to participate early enough to understand the business objective, identify the associated risks, and help determine appropriate controls.

That does not mean Compliance should own innovation or assume responsibility for the underlying business decision. Risk ownership should remain with the business. Compliance should help ensure that management understands the legal, regulatory, ethical, and control implications of the decision before significant commitments are made.

For the CCO, this raises a practical question: When does Compliance become involved in our company’s innovation process? If the answer is immediately before launch, the organization may already be too far downstream.

AI Has Made the Frankenstein Problem Immediate

Artificial intelligence makes the Frankenstein governance issue particularly relevant. Companies are deploying AI to analyze information, generate content, assist customer service, support investigations, screen candidates, evaluate transactions, enhance due diligence, identify suspicious activity, and improve decision-making. These applications can generate significant business value. They also raise governance questions that organizations must address before deployment.

Organizations need to understand what data an AI application uses, how it obtained that information, who approved the use case, and which regulatory requirements apply. They should determine how outputs are validated, where human review is required, how confidential information is protected, and what happens when a system produces an unexpected or inappropriate result.

There must also be clear accountability. Someone should own the business risk associated with the use case, and the organization should understand who has authority to suspend or terminate the application if circumstances warrant.

The NIST AI Risk Management Framework provides one useful approach through its Govern, Map, Measure, and Manage functions. ISO/IEC 42001 similarly treats AI through a management-system framework emphasizing governance, accountability, risk management, and continual improvement.

Both approaches reinforce a broader compliance principle: technology risk needs governance throughout the lifecycle. Henry Frankenstein has no lifecycle governance. His approach is essentially to build the system, activate it, and evaluate the consequences afterward. That is not an acceptable corporate control environment.

The Abnormal Brain and the Importance of Validating Inputs

One of the film’s most useful compliance scenes occurs before the Monster comes to life. Henry needs a brain for his creation. His assistant Fritz obtains one, but the intended specimen is destroyed. Rather than report what happened, Fritz substitutes another brain, identified in the film as abnormal, without telling Henry. (Abbey Normal—if you know, you know.) The project therefore proceeds after a critical input has changed without the project leader’s knowledge.

For compliance professionals, the scene provides a useful analogy for third-party risk, supply-chain controls, due diligence, and data governance. Organizations routinely rely on information others provide. A distributor provides beneficial ownership information. A vendor completes a compliance certification. An employee submits an expense report. An acquisition target makes representations during due diligence. A supplier certifies compliance with contractual obligations. An AI application relies upon data obtained from multiple sources.

The relevant control question is not simply whether the required information was received. It is whether the organization appropriately validated important information based on risk. Fritz completed his assignment in the narrowest sense. He returned with a brain. The process failed because nobody verified that he returned with the correct brain. That distinction is important for compliance program effectiveness. A completed checklist demonstrates that an activity occurred. Appropriate validation assures that the control achieved its purpose.

Dr. Waldman and Credible Challenge

Henry is not entirely without oversight. Dr. Waldman understands what Henry is attempting and recognizes the potential danger. He raises objections. Henry proceeds anyway. This takes the film from risk assessment into the effectiveness of the challenge function. Many companies can demonstrate that compliance participated in a significant decision. That does not necessarily establish that a compliance professional had meaningful influence over the outcome. A CCO can attend meetings, review proposals, identify concerns, and recommend additional controls. If commercial leadership can routinely disregard those concerns without escalation, the company may have consultation without credible challenge.

This is why the authority, stature, resources, independence, and access of the compliance function matter. The effectiveness of a corporate compliance program becomes most visible when it disagrees with an important business proposal. Boards should therefore look beyond whether your compliance function was consulted. They should understand what happens when a compliance officer disagrees with the business. They need to ask such questions as: Can the CCO escalate a significant concern? Does the CCO have appropriate access to the Audit Committee or board? Are material disagreements documented? Who has authority to accept significant compliance risk? Can commercial management override a compliance objection without further review?

If a CCO can raise a concern but nobody with decision-making authority has to address it, the organization has created the appearance of challenge without its substance. Dr. Waldman had a voice. He lacked the influence to change the decision.

Maria and the Risk of Unintended Consequences

Next we consider one of the most poignant scenes in the movie. The encounter between the Monster and young Maria provides another important business lesson. This is certainly one of the most unforgettable, and indeed tragic, scenes in all the Frankenstein movies. If you have ever seen it, you will never forget it. A small child, Maria, shows the Monster how flowers float on the lake. He imitates what he observes. When the flowers are gone, he throws Maria into the water, apparently expecting her to float as the flowers did. The consequences are tragic. The Monster recognizes a pattern without understanding its context.

That distinction has obvious relevance for artificial intelligence and automated decision-making. A system may identify patterns, generate recommendations, and produce technically consistent outputs without understanding their broader legal, ethical, or business implications. A technically accurate output can still create an inappropriate result.

This is why human oversight cannot exist merely as language in an AI policy. Companies need to determine where human judgment is required, who provides that judgment, what qualifications reviewers need, when automated recommendations can be overridden, and how significant exceptions are documented.

Management should also understand whether human review is substantive or simply procedural. An employee clicking an approval button after an automated recommendation does not necessarily constitute meaningful oversight. The relevant control question is not simply whether the technology performed as designed. It is whether the resulting decision was appropriate.

Innovation Requires Accountability

Henry eventually discovers that creating something and controlling it require different capabilities. Corporate leaders should understand the same distinction. Management establishes incentive structures, sales strategies, compensation plans, technology deployments, acquisition strategies, third-party relationships, and performance expectations. Those decisions shape employee behavior and create risk. Leadership accountability therefore does not begin only after misconduct occurs. It begins with the decisions that establish the operating environment.

For the CCO, this means integrating compliance risk into strategic business decisions. For management, it means risk ownership remains with the business. For the board, oversight should focus on whether management has reasonable systems to identify, manage, monitor, and escalate significant risks. Compliance does not own a business risk simply because the compliance function identifies it. Management remains responsible for the business decision and the risks it creates.

That principle becomes particularly important with emerging technology. The CCO should contribute expertise regarding regulatory requirements, ethical considerations, controls, monitoring, and escalation. Technology leaders should contribute technical expertise. Legal, Privacy, Information Security, HR, Internal Audit, and other functions may have roles depending on the application. Business leadership remains accountable for the decision to deploy the technology and the resulting business risk.

Practical Actions for the CCO

Frankenstein suggests a practical agenda for compliance leadership. Compliance should move upstream and identify significant business processes where its participation adds the most value before making commitments. Emerging technology, acquisitions, market entry, compensation design, significant third parties, and new products are obvious candidates.

Risk assessment should occur before deployment and should address foreseeable legal, compliance, ethical, operational, and reputational consequences. High-risk inputs supplied by employees, vendors, third parties, acquisition targets, or technology systems should receive risk-based validation.

The organization should also define what credible challenge means in practice. Escalation procedures should be clear when Compliance and business leadership disagree about significant risk.

Finally, treat approval as the beginning of governance rather than its conclusion. Test controls, monitor outcomes, analyze exceptions, and update risk assessments as the business and technology evolve. The objective is not to slow innovation. It is to make innovation governable.

The Compliance Lesson

Frankenstein is not an argument against innovation. It is an argument for governance.

Henry Frankenstein failed not because he attempted something extraordinary. He failed because his technical ambition outpaced his ability to identify, understand, govern, and control the resulting risk.

Companies face the same challenge today. Technology will advance. Business models will change. New markets will open. Competitive pressure will accelerate decision-making. New risks will emerge. Compliance’s role is not to stand outside the laboratory and demand that the electricity be turned off.

It is to help ensure that management has assessed the risk, validated critical inputs, established appropriate controls, defined accountability, created meaningful challenge, and determined how the organization will respond if the initiative produces an unexpected result. The best time to build that governance structure is before deployment.

Our next installment moves the compliance analysis forward. In Bride of Frankenstein, Henry no longer faces an unknown risk. He has already experienced the consequences of his original experiment and understands what can go wrong. Then Dr. Pretorius persuades him to return to the laboratory.

The compliance issue is no longer whether leadership identified the risk. It is what happens when leadership knows better, but pressure, ambition, and rationalization push the organization toward the same risk again.

Check out Timothy and Fiona’s commentary on Frankenstein here.

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Sunday Book Review

Sunday Book Review: September 13, 2026, The New Books Leadership Edition

In the Sunday Book Review, I consider books that would interest the compliance professional, the business executive or anyone who might be curious. It could be books about business, compliance, history, leadership, current events or anything else that might interest me. In this episode, we look at 4 new books on leadership that have or will be released in the fall 2026.

  1. How Leaders Can Inspire Accountability by Michael Timms
  2. Begin with We by Kyle McDowell
  3. Leadership Intelligence by Caroline Webb
  4. Superteams by Ronald Friedman

 

My first work of general non-fiction is now out: Deluge Before Dawn, the story of the 2025 flood in Kerr County Texas which killed 119 people and devastated a county. It is a story of tragedy, heartbreak, survival and resilience. It is available on the following sites:

 Amazon.com

Stoney Creek Publishing

Barnes and Noble

Texas A&M University Press

Bookshop.org

Google.Books

Walmart

 

This week only, the e-book Kindle version is available for $0.99 on Amazon

Categories
Blog

Odyssey Week: Leadership: Penelope’s Loom: Integrity Under Pressure

Ed. Note: I was finally able to see the movie The Odyssey. To say it blew me away was an understatement. Even though it didn’t follow Homer’s work precisely or use ancient Greek, I still thought it was great cinema. Anytime you get people talking about the Greek classics, that is a win in my book. So check out the movie and enjoy it. Anne Hathaway was great as Penelope.

Penelope does not get enough credit. Odysseus gets the monsters, the storms, the speeches, the disguises, and the dramatic return. He gets the action scenes. Penelope gets the waiting. If the movie version made one thing clear, such an interpretation sells her short—very short.

Penelope is not simply waiting. She is governing under pressure. Opportunists surround her. The suitors have occupied her home, consumed her resources, pressured her to choose one of them, and treated uncertainty as an invitation to abuse. Odysseus is gone. Authority is contested. Telemachus is young. The house is under stress.

So Penelope does something quietly brilliant. She promises to choose a suitor after she finishes weaving a burial shroud for Laertes. By day, she weaves. By night, she unweaves. She buys time without surrendering the core issue. It is not flashy. It is not a thunderbolt. It is not a sword fight in the hall. It is disciplined patience under pressure.

That is why Penelope belongs in the leadership section of a compliance odyssey. She reminds us that integrity is not always dramatic. Sometimes it looks like refusing to sign the certification, approve the vendor, bless the transaction, release the report, close the investigation, or accept the explanation simply because everyone is tired of waiting.

The Corporate Translation

Penelope is the leader who understands that time pressure is not the same as good governance. Every organization has Penelope moments. The quarter is closing, and someone wants revenue recognized now. A third party has not cleared diligence, but the business sponsor says the relationship is too important to delay. A certification is due, but the control owner is not comfortable with the evidence. A board report needs to go out, but the investigation findings are still incomplete. A product launch is scheduled, but privacy, security, or regulatory concerns remain unresolved. A customer is demanding speed. A senior executive wants closure. The team is exhausted.

And then someone says the magic words: “Can we just move forward?” That is the sound of the loom beginning to tighten. Penelope’s lesson is not that delay is always virtuous. It is not. Delay can be passive, political, cowardly, or evasive. But some delay is not avoidance. It is governance. The question is whether the organization can tell the difference.

Defensible Delay Is Not Obstruction

In compliance, delay has a bad reputation. That is why compliance is known as The Land of No, populated by Dr. No. Sometimes it is the Department of Business (Non)Development. Whatever the moniker is, this is why business leaders often hear “we need more time” as “compliance is blocking the business.” Sometimes that criticism is fair. Compliance functions can be too slow, too opaque, too academic, or too disconnected from commercial reality. A policy review that disappears into a black hole is not governance. It is bureaucracy with a ticket number.

But there is another kind of delay: defensible delay. Defensible delay has a reason. It has an owner. It has a process. It has a timeline. It identifies the unresolved risk and the information needed to make a decision. It is communicated clearly. It is proportionate to the issue. It protects the company from making a false, rushed, or poorly documented commitment.

Penelope’s loom was not random. It had a purpose. It created time when the available choices were bad. That matters in corporate life. A leader who refuses to approve a questionable vendor is not “being difficult” if the due diligence is incomplete and red flags remain unresolved. A CFO who refuses to sign a certification without adequate support is not “overly cautious.” A compliance officer who asks for more facts before closing an investigation is not “dragging things out.” A privacy officer who pauses a product launch because sensitive data controls are not ready is not “anti-innovation.” Sometimes the most ethical sentence in business is “Not yet.”

Culture Is Built in the Waiting

Corporate culture is often revealed by what happens during delay. When a leader says, “We need more information,” does the organization respect the concern? Or does it start applying pressure?

Does the business provide the missing evidence, or does it complain that Legal is slowing things down? Does management support the control owner, or quietly ask for a more “practical” answer? Does the board ask why the delay is necessary or simply demand that the issue be resolved before the next meeting? Does compliance explain the path forward or hide behind process? These moments shape culture.

The DOJ’s Evaluation of Corporate Compliance Programs (ECCP) asks whether a compliance program works in practice, whether senior and middle management have encouraged or discouraged compliance through their words and actions, and whether compliance personnel have sufficient authority, resources, and access to function effectively. It also asks whether employees have practical guidance and know when to seek advice.

That is Penelope’s world. Culture is not only what the company says about integrity. It is whether the company protects people who slow down a decision for the right reasons. If every delay is treated as disloyalty, employees learn to approve first and worry later. That is not agility. That is ethical surrender in business casual.

Ethical Resilience Under Pressure

Penelope is not powerful in the obvious way. She does not command an army. She does not remove the suitors by force. Her resilience is quieter. She endures pressure without surrendering judgment. That kind of resilience is essential in compliance.

Ethical resilience is the capacity to hold the line when the organization is tired, when the facts are inconvenient, when the deadline is real, and when compromise would be easier. It is the controller who insists on evidence. The manager who escalates a concern before approving the payment. The compliance officer who says the investigation is not complete. The board member who asks whether management’s optimism is supported by testing. The executive who tells the team, “We will not do this the wrong way just because the right way takes longer.”

The DOJ Justice Manual states that prosecutors should evaluate a company’s commitment to fostering a strong culture of compliance at all levels, including how the company incentivizes employee, executive, and director behavior through discipline, complaint handling, and compensation plans. That means ethical resilience cannot depend on heroic individuals. The system must support it.

People must know they will not be punished for raising legitimate concerns. Performance goals must not make ethical delay impossible. Leaders must model patience when facts matter. Governance bodies must ask for evidence, not just reassurance. Compliance must help the business move responsibly, not merely tell it to wait. Penelope’s loom works because she has discipline. A company’s compliance program works because discipline is built into the system.

What a Better Compliance Program Does

A better compliance program helps the organization make disciplined decisions under pressure. It defines which approvals require evidence. It gives control owners authority to withhold certifications when support is inadequate. It builds escalation paths for unresolved risk. It documents exceptions and unresolved issues. It trains leaders on how to respond when employees raise concerns. It tracks aging remediation items. It distinguishes between acceptable risk, unresolved risk, and ignored risk. It also makes delay visible.

If a vendor approval is paused, document the reason. If leadership cannot sign a certification, they should know what evidence is missing. If an investigation remains open, there should be a plan. If a product launch is delayed, stakeholders should understand which control or risk issue must be resolved. That is not bureaucracy. That is governance with receipts.

The Compliance Takeaway

Penelope’s loom is a lesson in ethical leadership. She shows that integrity is not always a grand public stand. Sometimes it is a disciplined refusal to be rushed into a bad decision. Sometimes it is the courage to say, “The facts are not ready.” Sometimes it is the wisdom to buy time without losing the trust of those who are waiting.

For compliance officers and business leaders, the challenge is to build organizations where prudent delay is respected and avoidance is exposed. Do not approve the questionable vendor because everyone is tired. Do not sign the certification because the calendar is unforgiving. Do not close the investigation because the subject is influential. Do not bless the transaction because the business has already promised the outcome.

Weave if you must. Unweave if you must. But know why you are doing it, tell the truth about the risk, and make sure the delay serves integrity rather than fear. That is Penelope’s gift to corporate compliance. She reminds us that sometimes the strongest leader in the room is the one patient enough not to make the wrong decision.

Final Thoughts

Taken together, the leadership lessons from The Odyssey show that corporate compliance is not sustained by slogans, heroes, or good intentions alone. The Trojan Horse reminds us that cleverness without discipline can become a control failure; Athena shows that wise counsel must have real authority, resources, and access to challenge power; and Odysseus demonstrates that even brilliant, high-performing leaders can become compliance risks when success becomes a shield from scrutiny.

Telemachus then carries the lesson into succession, showing that governance must survive the absence of the indispensable leader, with authority, control, ownership, and escalation clearly embedded into the business. Penelope completes the leadership arc by reminding us that integrity under pressure is often quiet, patient, and disciplined: the willingness to say “not yet” when facts are incomplete, risks are unresolved, and everyone else wants to move forward. Together, these stories teach that ethical leadership is not simply about winning the battle or reaching Ithaca; it is about building a compliance culture strong enough to resist shortcuts, challenge heroes, survive transitions, and hold the line when pressure is highest.

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Odyssey Week: Leadership: Telemachus and the Succession Problem

Ed. Note: I was finally able to see the movie The Odyssey. To say it blew me away was an understatement. Even though it didn’t follow Homer’s work precisely or use ancient Greek, I still thought it was great cinema. Anytime you get people talking about the Greek classics, that is a win in my book. So check out the movie and enjoy it. Tom Holland was great as Telemachus.

Odysseus is away. That is the fact around which Ithaca slowly comes apart. He is not merely on a long business trip. He is not delayed in a regional office because the quarterly review ran over. He has been gone for years. In his absence, the household becomes a leadership vacuum. Penelope holds the center as best she can. Telemachus grows up surrounded by uncertainty. The suitors occupy the palace, consume resources, abuse hospitality, and become more comfortable with every passing day. No one is quite sure who has authority.

And when authority is unclear, misconduct finds a chair at the table. That is Telemachus’s compliance lesson. He is not just the son waiting for his father’s return. He is the next generation of leadership inheriting a control environment weakened by absence, ambiguity, and tolerated abuse.

For modern companies, Telemachus represents the succession problem: what happens to governance, compliance, and accountability when the founder, CEO, general counsel, CFO, chief compliance officer, regional president, or other key executive is absent, distracted, replaced, or functionally unreachable? The company may still have policies. It may still have a code of conduct. It may still have approval matrices, committees, workflows, and board decks.

But the practical question remains: who owns compliance when the person everyone used to ask is no longer there?

The Corporate Translation

Every organization has formal authority and informal authority. Formal authority lives in charters, org charts, delegations of authority, board committee mandates, policy ownership tables, and job descriptions. Informal authority lives in the hallway, the inbox, the founder’s instincts, the CFO’s raised eyebrow, the general counsel’s quiet warning, and the compliance officer everyone calls before doing something adventurous.

The trouble begins when the company depends too heavily on informal authority. The founder knows where the risks are. The CFO knows which regional numbers smell funny. The general counsel knows which agents should never be used. The chief compliance officer knows which managers say all the right things and do something else entirely. The regional leader knows which customer relationships require special scrutiny.

Then one of them leaves, retires, burns out, gets promoted, goes on leave, is distracted by a transaction, or becomes unavailable during a crisis. Suddenly the company discovers that what it called “governance” was partly memory, personality, and habit. That is Ithaca without Odysseus.

Succession Is a Compliance Issue

Succession planning is often treated as a leadership development topic. That is too narrow. Succession is also a compliance issue.

When key people leave, the company can lose risk knowledge, control discipline, escalation history, and institutional memory. Open investigations may drift. Third-party concerns may be forgotten. Exceptions may remain unresolved. Sensitive approvals may migrate to people who do not understand the underlying risks. Business units may exploit the transition. Bad actors may test boundaries. The suitors always notice when the house is lightly supervised.

The DOJ’s Evaluation of Corporate Compliance Programs (ECCP) asks whether a company’s program is well designed, adequately resourced and empowered, and working in practice. It also asks whether policies and procedures are integrated into day-to-day operations, who is responsible for that integration, and whether gatekeepers know what misconduct to look for and when to escalate concerns. Those are succession questions as much as compliance questions. A program that works only when one heroic executive is present does not work in practice. It works in person. That is a very different thing.

Delegation of Authority: Who Can String the Bow?

A delegation of authority matrix is not the most poetic corporate artifact. No one has ever said, “Gather the children by the fire while I tell the thrilling tale of approval thresholds and signature authority.” But delegation of authority matters. It defines who can approve payments, hire third parties, sign contracts, override controls, accept risk, access systems, certify reports, settle disputes, and bind the company.

When delegation is unclear, people improvise. And improvisation is where compliance problems breed. A regional manager approves a vendor because the usual executive is unavailable. A finance employee processes a payment because “someone senior said it was fine.” A business sponsor signs off on due diligence exceptions without understanding the risk. A system administrator grants access because the request came from an important person. A commercial leader commits the company before legal review because the customer needed an answer by Friday.

Each step may feel practical. Each may be defensible in isolation. Together, they reveal a governance weakness. Delegation of authority should answer three basic questions: who can decide, what can they decide, and under what conditions? It should also answer the question most likely to matter in a crisis: who decides when the usual decider is gone?

Control Ownership Cannot Be a Family Secret

In Ithaca, too much depends on Odysseus’s eventual return. That is not a control framework. That is a weather forecast with sandals. Modern companies make the same mistake when control ownership is unclear or overly personalized. Everyone assumes “finance owns that,” “legal handles that,” “compliance reviews that,” “the business manages that,” or “the board knows about that.” Assumption is not ownership. Control ownership should be specific. The owner should understand the risk the control addresses, how the control operates, what evidence demonstrates performance, when exceptions must be escalated, and who serves as backup.

This is especially important in operationally integrated compliance programs. The ECCP emphasizes that compliance policies and procedures should be reinforced through internal control systems and that employees with approval authority or certification responsibilities should receive guidance on what misconduct to look for and when to escalate. That means compliance cannot sit outside the business like a wise statue waiting to be consulted.

It must be embedded into approvals, workflows, reviews, certifications, access rights, vendor onboarding, financial controls, investigations, and reporting channels. Otherwise, when leadership changes, compliance becomes a scavenger hunt.

The Telemachus Problem in Business

Telemachus is not weak. He is inexperienced. That distinction matters. Many next-generation leaders inherit messy control environments. They did not create the old habits. They did not approve the questionable third parties. They did not design the incentive plan. They did not tolerate the difficult executive. They did not ignore the aging audit findings. But they inherit all of it.

That is the Telemachus problem. New leaders often face a painful choice. They can preserve the comfortable ambiguity that made the prior regime work, or they can impose clarity and risk making everyone uncomfortable. Compliance should help them choose clarity.

A new leader should ask, “What are the top compliance risks in this business?” Which controls depend on specific individuals? Which approvals have weak backup coverage? Which investigations or remediation items are open? Which third parties are high risk? Which exceptions have been granted? Which business units have recurring audit findings? Which employees are afraid to speak up? Which senior people are treated as untouchable?

Those questions do not undermine leadership. They establish it. Telemachus cannot govern Ithaca by pretending the suitors are merely enthusiastic guests.

Board Oversight During Transition

Boards of Directors should pay special attention during leadership transitions. A CEO departure, founder transition, CFO replacement, compliance leadership change, merger integration, restructuring, or sudden executive absence can create real compliance vulnerability. It may not appear on the face of the financials. It may not show up immediately in hotline data. But the risk is there.

The board should ask whether interim authority is clear, whether compliance has direct access to leadership, whether key controls remain staffed, whether open issues are being tracked, and whether employees understand where to escalate concerns.

A transition plan should not be limited to investor messaging and organizational charts. It should include compliance continuity. Who owns active investigations? Who signs certifications? Who approves high-risk third parties? Who can grant policy exceptions? Who reports to the board? Who monitors retaliation risk? Who tracks remediation? Who protects records and data? Who communicates expectations to employees? If those answers are unclear, the suitors are already choosing seats.

The Compliance Takeaway

Telemachus teaches us that compliance continuity matters. A company cannot rely on heroic founders, all-knowing executives, indispensable compliance officers, or informal networks of people who “just know how things work.” That may function for a while. It may even feel efficient. But when the key person is gone, the weakness becomes visible. Governance must survive absence.

Authority must be clear. Control ownership must be documented. Delegation must be practical. Oversight must continue. Compliance must be integrated into operations, not dependent on personalities. Because when authority is unclear, misconduct does not wait politely outside the palace. It pulls up a chair, pours the wine, and starts acting like it owns the place.

Join us Tomorrow

Telemachus teaches that governance must survive absence: authority must be clear, ownership documented, and compliance embedded deeply enough that Ithaca can operate without Odysseus in the room. Penelope carries that lesson into the next test, showing what ethical leadership looks like when authority is contested, pressure is relentless. Everyone wants a decision before the facts are ready. If Telemachus asks who owns compliance when the key leader is gone, Penelope asks whether the person with authority has the discipline to say “not yet” to a questionable vendor, weak certification, incomplete investigation, or rushed transaction. Together, they move the leadership arc from succession and continuity to integrity under pressure: first making governance clear, then proving it can hold the line when the suitors demand an answer.

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Odyssey Week: Leadership – Odysseus the Brilliant Problem: Tone at the Top

Ed. Note: I was finally able to see the movie The Odyssey. To say it blew me away was an understatement. Even though it didn’t follow Homer’s work precisely or use ancient Greek, I still thought it was great cinema. Anytime you get people talking about the Greek classics, that is a win in my book. So check out the movie and enjoy it. Matt Damon was great as Odysseus.

Odysseus is the kind of leader every board says it wants. He is brave, strategic, persuasive, resilient, creative under pressure, and very good at producing results when the situation looks impossible. He wins wars. He escapes monsters. He talks his way out of death more than once. He is the executive you send into the room when the deal is collapsing, the market is hostile, and everyone else has run out of slides.

He is also, on occasion, his own biggest compliance risk. That is what makes Odysseus so useful for business leaders and compliance professionals. He is not a cartoon villain. He is not reckless in the simple sense. He is brilliant. And brilliance can be dangerous when no one is willing to challenge it.

Odysseus reminds us that tone at the top is not only about what leaders say in polished town halls. It is about how leaders behave when the pressure is real, the stakes are high, and the rules feel inconvenient. The corporate lesson is straightforward: high-performing leaders can create high-performing risk. The organization must be able to challenge its stars.

The Corporate Translation

Every company has an Odysseus. Sometimes he is the rainmaking sales leader who always makes the number. Sometimes she is the visionary founder who can charm investors, customers, regulators, and the board in a single afternoon. Sometimes it is the regional head who delivers growth in difficult markets. Sometimes it is the product leader who moves faster than the control functions can process. The organization loves this person because they win. And that is precisely the problem.

Success can become a shield. Results can become a permission structure. A leader who delivers extraordinary outcomes may slowly become exempt from ordinary scrutiny. Questions that would be asked of anyone else are softened, delayed, or skipped entirely.

  • “How did we win that deal? ”
  • “Why was that third party necessary? ”
  • “Who approved that discount? ”
  • “Why was Legal brought in so late? ”
  • “Why are employees afraid to challenge this person? ”
  • “Why does Internal Audit keep finding exceptions in this business unit? ”

In a healthy culture, these questions are routine governance. In a weak culture, they sound like betrayal. That is the Odysseus problem. He saves the quarter, dazzles the board, and leaves Internal Audit wondering why no one asked how he did it.

Tone at the Top Is Conduct, Not Content

Companies are very good at producing leadership messages. The CEO video. The annual ethics letter. The opening paragraph of the Code of Conduct. The carefully scripted statement that “integrity is our highest value” usually releases the same week everyone is being told to accelerate growth, reduce costs, launch faster, and stop bringing problems without solutions.

Leadership messaging isn’t wrong. It matters. Employees do take cues from senior leaders. The FCPA Resource Guide states that compliance begins with the board and senior executives setting the proper tone and that managers and employees take cues from corporate leaders. It also emphasizes that senior management should clearly articulate standards, communicate them unambiguously, adhere to them, and disseminate them throughout the organization.

Indeed, the Evaluation of Corporate Compliance Programs (ECCP) asks some specific questions. Regarding Conduct at the Top, these questions include: How have they modeled ethical behavior to subordinates? Have managers tolerated greater compliance risks in pursuit of new business or greater revenues? Have managers encouraged employees to act unethically to achieve a business objective or impeded compliance personnel from effectively implementing their duties?

But employees are sophisticated. They listen to the speech, then watch the calendar, the budget, the promotions, the exceptions, and the discipline decisions. They notice who gets praised. They notice who gets protected. They notice whether compliance concerns change decisions or merely create additional paperwork. They notice whether the high performer who bullies employees, ignores controls, or plays games with approvals is treated as a problem or as “complicated.” Tone at the top is not what leadership says when the cameras are on. Tone at the top is what leadership tolerates when the revenue is attractive.

The Danger of the Heroic Exception

Odysseus lives by exception. That is part of his greatness. He survives because he improvises. He adapts. He reads the room, the monster, the god, the storm, and the weakness in every opponent. He does not always follow the obvious path because the obvious path often leads directly into the sea. Unfortunately, exceptions, not properly managed, are what get companies into hot water.

Business needs leaders who can adapt. Compliance should not become a shrine to rigidity. A company that cannot make decisions, approve thoughtful exceptions, or move with commercial urgency will not be admired for its purity. It will simply become irrelevant. But there is a difference between disciplined exception management and heroic exception culture.

Disciplined exception management asks, “What is the risk?” Who owns it? Who approves it? Is the exception documented? Is it time-limited? Are there compensating controls? Will we monitor it? What precedent does it create? Heroic exception culture says, “Odysseus has it handled.” That is not governance. That is mythology with a travel budget. The ECCP asks, “What exceptions to these policies has an organization permitted?”

When organizations build around heroic exceptions, they become dependent on personality rather than process. The leader’s instincts replace controls. Their confidence replaces documentation. Their track record replaces scrutiny. Their urgency replaces escalation.

Eventually, the organization is no longer asking whether the decision is right. It is asking whether it trusts the hero. That is a dangerous way to run a company. Always remember: trust, but verify.

Pressure to Perform Changes the Ethical Weather

Tone at the top is inseparable from pressure. Leaders may say all the right things about ethics and compliance, but if every business conversation ends with “just get it done,” employees hear the real message. If compensation rewards only revenue, employees hear the real message. If managers who raise concerns are labeled as blockers, employees hear the real message. If compliance is praised in public and bypassed in private, employees hear the real message.

The ECCP asks how senior leaders, through words and actions, have encouraged or discouraged compliance, how they have modeled ethical behavior, and whether managers have tolerated greater compliance risks in pursuit of new business or greater revenues. It also asks whether managers encouraged employees to act unethically to achieve a business objective or impeded compliance personnel from doing their jobs.

That is an excellent test for any leadership team. Not, “Did we say integrity matters? But did our conduct make integrity practical? “A leader who sets impossible targets and then expresses surprise when employees cut corners has not created a compliance culture. He has created plausible deniability. Odysseus often survives impossible pressure. Companies should be careful about asking employees to do the same.

Challenging the Star Performer

The true test of tone at the top is whether the organization can challenge its stars. Can compliance question the top sales executive? Can internal audit review the founder’s favorite business unit? Can Legal slow down the CEO’s preferred acquisition? Can HR investigate a high-performing manager accused of retaliation or harassment? Can Finance reject revenue recognition pressure from a powerful regional leader?

Or does the organization quietly apply one standard to ordinary employees and another to those who deliver? Employees do not need a formal policy memo to understand a double standard. They see it immediately. If a junior employee is disciplined for a policy violation while a senior leader is “coached” for comparable conduct, the culture learns. If a high-performing executive is allowed to mistreat people because “the business is too important,” the culture learns that compliance matters only when it doesn’t affect the powerful. If compliance concerns disappear when they involve influential leaders, the culture learns that compliance matters only when it doesn’t affect the powerful.

The ECCP looks at whether compliance is enforced consistently and whether consequences apply regardless of an employee’s position or title. It also asks whether managers are held accountable for misconduct that occurred under their supervision and for supervisory failures. That is not just enforcement logic. It is cultural logic. A company cannot claim integrity as a value while treating performance as immunity.

What a Better Program Does

A better compliance program does not try to eliminate Odysseus. That would be both impossible and unwise. Organizations need bold leaders. They need commercial courage, strategic imagination, persuasive ability, and the confidence to act in uncertainty. The goal is not to make leaders timid. The goal is to make leadership accountable.

A better program builds controls around high-risk authority. It monitors exceptions. It reviews pressure points. It includes compliance in strategic decisions early. It gives the board visibility into recurring overrides, hotline trends, audit findings, employee turnover, and control failures in high-performing units. It trains senior leaders not only on rules but also on how their behavior shapes risk. It also asks uncomfortable questions about success.

Where are results unusually good? Where are margins unusually high? Where are approvals unusually fast? Where are complaints unusually low? Where do people say, “That is just how that leader operates”? Where does the company rely on one person’s relationships, instincts, or influence more than on process? Those are Odysseus questions. The point is not to assume misconduct. The point is to understand that extraordinary performance deserves thoughtful scrutiny, not blind applause.

The Compliance Takeaway

Odysseus is brilliant. That is why he is dangerous. He shows us that leadership risk does not always arrive as laziness, incompetence, or obvious corruption. Sometimes it arrives as charisma. Confidence. Commercial success. Strategic genius. The leader who always finds a way.

Tone at the top means ensuring that even the most successful leaders operate within the company’s values, controls, and accountability structures. It means the Board of Directors and senior executives must model ethical conduct not only in speeches but also in decisions. (Talk the Talk but also Walk the Walk.) It means performance is celebrated but not worshiped. It means the organization can ask its heroes hard questions before the journey turns into an investigation. Every company needs leaders who can win. But no company should become so dazzled by Odysseus that it forgets to check the map, inspect the ship, and ask what happened to the crew.

Join Us Tomorrow

Odysseus reminds us that brilliance can become risk when success turns into a shield, exceptions become heroic, and no one is willing to challenge the leader who always finds a way. But even the most brilliant leader eventually leaves the room, and that is when the next compliance test begins: whether governance survives without the hero. Telemachus inherits the house Odysseus left behind, where authority is uncertain, informal power has filled the gaps, and bad actors have grown comfortable at the table. If Odysseus asks whether top performers are held to the same standards as everyone else, Telemachus asks the follow-up question every board should fear: when the indispensable leader is gone, does the compliance program still work, or was it only working because Odysseus was there?

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Odyssey Week: Leadership – Athena in the Boardroom: Independent Oversight and Counsel

Ed. Note: I was finally able to see the movie The Odyssey. To say it blew me away was an understatement. Even though it didn’t follow Homer’s work precisely or use ancient Greek, I still thought it was great cinema. Anytime you get people talking about the Greek classics, that is a win in my book. So check out the movie and enjoy it. Zendaya was great as Athena.

Athena does not row the ship. She does not lash herself to the mast, fight the Cyclops, navigate Scylla and Charybdis, or drag Odysseus’s crew away from every bad decision they seem determined to make. She is not in the trenches every day. She does not submit expense reports, approve vendors, review discount requests, or sit through the quarterly business review where someone explains why this deal is “strategic.” But Athena changes the journey.

She sees what Odysseus cannot see. She warns. She guides. She challenges. She protects. She appears at decisive moments when courage alone is not enough, and cleverness is about to become self-harm with better branding. That is why Athena belongs in the boardroom.

For corporate compliance, Athena represents independent oversight and wise counsel: the person, function, or governance body able to say, “That may win the deal, but it may also wreck the kingdom.” A compliance function that cannot challenge leadership is not Athena. Rather, it is simply decoration to meet a legal, statutory, or contractual requirement.

The Corporate Translation

Every company says it values compliance independence. The question is what that means when the business wants something. It is easy to celebrate compliance when compliance supports the decision already made. It is easy to invite the Chief Compliance Officer (CCO) to the meeting after the deal is signed, the press release is drafted, and the train has left the station with several questionable third parties in the dining car. That is not independence. That is archaeology.

Independent oversight means compliance has the authority, access, and resources to influence decisions before risk is accepted. It means the board hears directly from compliance. It means escalation does not depend on whether a business leader feels emotionally prepared for bad news. It means compliance can challenge high performers, powerful executives, and sacred business strategies without being treated as disloyal.

Athena does not exist to admire Odysseus. She exists to help him survive himself.

Access Is Not the Same as Influence

Many compliance officers technically have access to leadership. They attend meetings. They submit reports. They provide updates. They own several slides in the board deck, usually after cybersecurity and before “other business.” But access is not the same as influence.

Real access means compliance can raise concerns in a setting where they matter. It means there are private sessions with the board or audit committee. It means compliance can speak without management filtering, softening, or translating the message into something more comfortable. It means the board asks questions that go beyond “Any major issues?” which is the governance equivalent of asking a teenager whether school was fine.

The DOJ’s 2024 Evaluation of Corporate Compliance Programs (ECCP) focuses directly on whether compliance and control functions have autonomy and resources, including sufficient stature, sufficient staffing and resources, and autonomy from management, such as direct access to the board or audit committee. That is not a technical footnote. It is a central governance point. If the compliance function only reaches the board through management, the board may be hearing the music after someone else has adjusted the volume.

Authority Must Be Real

A compliance function without authority is like Athena without wisdom: impressive in name only. Authority means compliance can stop, modify, or escalate a transaction. It means policies are not optional when revenue is large enough. It means compliance concerns are documented, tracked, and resolved. It means the business must explain why it wants to proceed despite risk, not merely pressure compliance to “be practical.”

Practical compliance is not weak compliance. Practical compliance helps the business find a lawful and ethical path forward. But there is a difference between being practical and being domesticated. A good compliance function does not say no for sport. It says no when the facts, risks, and values of the company require it. It says, “not that way.” It says, “not with that intermediary.” It says, “not without diligence.” It says, “not until we understand the data, the customer, the payment, the conflict, or the control failure.”

The ECCP specifically asks how a company has responded when compliance raised concerns and whether transactions or deals have been stopped, modified, or further scrutinized because of compliance concerns. That is the right question. The ECCP states at one point, “Have they persisted in that commitment in the face of competing interests or business objectives?” Not whether compliance attended the meeting. Whether compliance changed the outcome. The ECCP further asked, “What role has compliance played in the company’s strategic and operational decisions? How has the company responded to specific instances where compliance raised concerns? Have some transactions or deals been stopped, modified, or further scrutinized as a result of compliance concerns?”

Resources Are a Statement of Values

Companies reveal what they value through budget. A board can praise compliance all day long. Still, if the function lacks staffing, technology, data access, training budget, investigative resources, and experienced personnel, the message is clear: “We support compliance, but preferably at a discount.”

No one would ask sales to grow revenue without systems, people, and market data. No one would ask finance to close the books with three spreadsheets, two interns, and a heroic attitude. Yet compliance teams are often expected to monitor global risk with underpowered tools and just enough headcount to keep the training completion dashboard from turning red.

That is not empowerment. That is wishful thinking. The ECCP asks whether compliance personnel have sufficient staffing to audit, document, analyze, and act on compliance efforts, whether resources are comparable to other parts of the company, and whether compliance has access to relevant data for timely monitoring and testing. Regarding funding and resources, the ECCP asks, “Has there been sufficient staffing for compliance personnel to effectively audit, document, analyze, and act on the results of the compliance efforts? Has the company allocated sufficient funds for the same? Have there been times when requests for resources by compliance and control functions have been denied, and if so, on what grounds? Does the company have a mechanism to measure the commercial value of investments in compliance and risk management?”

Those questions should make boards uncomfortable in a productive way. If the business has world-class tools to capture opportunity but outdated tools to detect risk, that imbalance is itself a governance decision.

Escalation: The Road from Concern to Action

Athena’s guidance matters because it reaches Odysseus when action is still possible. That is also the purpose of escalation. A well-designed escalation process moves concerns to the right people at the right time with enough information to make a decision. A weak escalation process traps concerns in email chains, local management reviews, or “let’s monitor this” limbo until the problem becomes a reportable event, a whistleblower complaint, or a headline.

Escalation should not depend on personality. It should not depend on whether the compliance officer is unusually persistent, politically skilled, or willing to become unpopular before breakfast. It should be built into governance.

What must be escalated? To whom? Within what timeframe? With what documentation? What happens when business and compliance disagree? Who decides? How are unresolved concerns reported to senior leadership or the board? These are not theoretical questions. They are the mechanics of wise counsel. Because without escalation, Athena is whispering in a locked room.

The Board’s Role: Ask Better Questions

Boards do not need to manage the compliance program day to day. That is not their role. But boards do need to oversee whether the program is real. That means asking better questions. The board should also pay attention to the moments when compliance loses. If compliance raised concerns and the business proceeded anyway, what happened? Was the decision documented? Were compensating controls added? Was the board informed? Did the risk later materialize? You learn a great deal about culture by examining what happens when wise counsel is inconvenient.

The Compliance Takeaway

Athena does not represent bureaucracy. She represents judgment. That distinction matters. Compliance officers are sometimes caricatured as the people who slow things down, complicate decisions, or drain the romance out of heroic commercial ambition. But the best compliance functions do something far more important: they help the organization see clearly before it acts.

They bring risk into the room. They challenge assumptions. They protect the company from cleverness without discipline. They help leaders understand that winning the deal, entering the market, launching the product, or pleasing the customer is not success if the path taken damages the company’s integrity.

Independent oversight is not ceremonial access. It is authority, resources, escalation, data, board engagement, and the organizational courage to let compliance challenge power. Odysseus needed Athena because brilliance has blind spots. So does every company.

The question is whether your Athena is truly in the boardroom or merely listed on the org chart.

Join us Tomorrow

Athena teaches that independent oversight is not ceremonial access but real authority, resources, escalation, data, board engagement, and the courage to let compliance challenge power. But that lesson only matters if the organization is willing to apply it to its most celebrated leaders, not merely its easiest targets. That brings us to Odysseus: the brilliant, strategic, results-driven leader every board wants and the very leader who can become the company’s most dangerous compliance risk when success becomes a shield. If Athena is the voice saying, “That may win the deal, but it may also wreck the kingdom,” Odysseus is the leader who wins the deal and forces the organization to ask whether anyone had the authority, courage, and independence to challenge how he did it. I hope you will join us tomorrow.