Archive for 2018

Directors and compliance programs: a look at the law

Many years ago, I was previewing for a general counsel a presentation on compliance programs that  I was planning to make to his company’s board of directors, and I mentioned the real  prospect of individual liability under the Delaware Chancery Court’s 1996 opinion in the Caremark case.  (Caremark – for […]

Should compliance officers be optimists?

First, a  short but intriguing piece from the back pages (in 2007) of the ABA Journal: Lawyers are often the exception to the rule. It’s no different, researchers are finding, in studies of optimists. A study by Duke University researchers found that, on the whole, optimistic people do better in […]

Accurately categorizing conflicts of interest

My most recent column in Compliance & Ethics Professional (p2 of attached PDF) briefly looks at three areas where it is important to accurately categorize COIs. You might find it useful in drafting COI policies or designing risk assessments.  

Five topics for compliance and ethics culture assessments

Compliance program assessments – which seem to be increasingly popular with both government enforcement personnel and companies seeking to enhance their programs as a matter of good corporate citizenship – can and generally should cover a lot of ground. And that ground ought to include the organization’s ethical culture. Of […]

Compliance risk – and mitigation – at the top

  Many years ago, the CEO of a client company told me that he wanted to fire another corporate officer there. I asked him what basis he had for this contemplated action and he said it was that the officer had failed to take mandatory compliance training. I responded by […]

Expiration dates for conflicts of interest?

“The past is never dead. It is not even past…” wrote William Faulkner. Should something similar be said of conflicts of interest? While this blog has addressed future COIs it has never previously done so with past ones. The latter was suggested to me by a recent posting in MedPage Today by […]

Managers’ C&E program duties: some drafting tips

One of the essential  ingredients of a compliance & ethics program is having well-articulated and effectively promoted program-related duties for managers. In my latest column in Compliance and Ethics Professional (page 4 of PDF) I offer some suggestions for meeting this challenge. I hope you find it useful.

Learning from Wells Fargo

Although I was a pretty decent student in college my best grade there wasn’t an A. It wasn’t even a B. It was a “C Minus Over an F.” The reason I considered it my best grade – even though it certainly wasn’t my highest one – is that I’d […]

An ethical obscenity

Consider – as my law school professors used to say – the following hypothetical: You are the CEO of  an organization and are looking to hire a head of procurement. You think a good person for the job would be X, who currently works for one of your suppliers. You discuss […]

Synergy – or conflict of interest?

“What used to be a conflict is now a synergy,” said then telecom securities analyst Jack Grubman in an economically frothier time. Conflict of interest aficionados will remember that that story didn’t end well – and not just for Grubman, but the larger industry of which he was a part. […]