Compliance Perspectives

By Adam Turteltaub

It is generally reported that about half of all mergers and acquisitions fail on culture issues.  It’s also well known in the compliance community that the integration of two companies is often fraught with risk.  What is okay in one company may not be okay behavior in another.  Plus, in the chaos of change, there is great danger if the compliance controls get lost in the shuffle.

In 2016 Dell Technologies completed its acquisition of EMC Corporation, which virtually doubled the company’s numbers of employees.

In this podcast two members of the Global Ethics & Compliance Team – Dale Skivington, Vice President of Compliance, and Page Motes, Director of the Strategic Programs Office — share how Dell made the integration work.  They recount the experience Dell had from past integrations as well as some of the specifics that went into this very large undertaking.  Listen in and enjoy some key takeaways including:

* The importance of making the compliance integration part of the broader integration program

* The need to communicate frequently, regularly and in a structured way

* The role that key strategic milestones played

* How setting key actions items to the milestones helped

* The value of a collaborative approach

By Adam Turteltaub

One of the hardest things in the world is admitting you are wrong.  Kathryn Schulz has written a book and has an intriguing Ted Talk on the subject.

In business it’s particularly difficult since being wrong is too often seen as an admission of failure.  That’s why a practice instituted by Terry Lawrence, the CEO of Bone Joint is especially unusual.  At management meetings he asks the managers to report on the mistakes they have recently made.

The effects of this unusual approach have been very positive, both for management in general and the compliance program.  Listen to the podcasts as he explains:

* The goal is to learn from mistakes so as to become better leaders

* Expect initial hesitation: people were incredulous, thinking he was kidding.

* As he embedded the practice into weekly and monthly meetings it quickly gained traction

* Expect positive movement to come incrementally, with periodic leaps forward

* The key message to deliver is that you are in a safe zone: what is said in the meeting stays in the meeting

* The practice helped them change from a culture of mistrust to a culture of trust, respect, and high performance.

* How he encouraged staff to step forward and raise compliance issues

* How as a leader you have to model the behavior and be supportive.

If you like to learn more about this practice, feel free to email Terry:  [email protected]

By Adam Turteltaub

One of the hardest things in the world is admitting you are wrong.  Kathryn Schulz has written a book and has an intriguing Ted Talk on the subject.

In business it’s particularly difficult since being wrong is too often seen as an admission of failure.  That’s why a practice instituted by Terry Lawrence, the CEO of Bone Joint is especially unusual.  At management meetings he asks the managers to report on the mistakes they have recently made.

The effects of this unusual approach have been very positive, both for management in general and the compliance program.  Listen to the podcasts as he explains:

* The goal is to learn from mistakes so as to become better leaders

* Expect initial hesitation: people were incredulous, thinking he was kidding.

* As he embedded the practice into weekly and monthly meetings it quickly gained traction

* Expect positive movement to come incrementally, with periodic leaps forward

* The key message to deliver is that you are in a safe zone: what is said in the meeting stays in the meeting

* The practice helped them change from a culture of mistrust to a culture of trust, respect, and high performance.

* How he encouraged staff to step forward and raise compliance issues

* How as a leader you have to model the behavior and be supportive.

If you like to learn more about this practice, feel free to email Terry:  [email protected]

By Adam Turteltaub

Compliance starts with the law, but simply thinking like a lawyer isn’t enough.  Ted Banks, partner at Scharf Banks Marmor learned that lesson firsthand.

Today he is an experienced compliance professional who has worked in compliance at Kraft and served as a monitor for both the FTC and the Canadian Competition Bureau.  Compliance professionals engage him for his guidance.

But, many years ago, he was a lawyer new to compliance, and, as he tells in this podcast, made quite a few mistakes.

In this podcast he provides advice to legal counsel moving into a compliance role.  Some of the highlights include:

* Remember that compliance work has legal content, but it’s different than the work that a lawyer does

* Don’t treat employees like law school students

* Learn from the manual for drivers from your local department of motor vehicles: It doesn’t cite specific statutes, but focuses on what to do and not to do

* Concentrate your efforts on the key issues that have to be communicated, not every possible nuance.

* Put yourself in the shoes of the employees: make the training in their interest, ideally showing how this information will help their career

* Try to insert compliance messages in training that isn’t compliance-related, such as sales skills courses

* Understand the psychological principles of how to communicate with employees

By Adam Turteltaub

Compliance starts with the law, but simply thinking like a lawyer isn’t enough.  Ted Banks, partner at Scharf Banks Marmor learned that lesson firsthand.

Today he is an experienced compliance professional who has worked in compliance at Kraft and served as a monitor for both the FTC and the Canadian Competition Bureau.  Compliance professionals engage him for his guidance.

But, many years ago, he was a lawyer new to compliance, and, as he tells in this podcast, made quite a few mistakes.

In this podcast he provides advice to legal counsel moving into a compliance role.  Some of the highlights include:

* Remember that compliance work has legal content, but it’s different than the work that a lawyer does

* Don’t treat employees like law school students

* Learn from the manual for drivers from your local department of motor vehicles: It doesn’t cite specific statutes, but focuses on what to do and not to do

* Concentrate your efforts on the key issues that have to be communicated, not every possible nuance.

* Put yourself in the shoes of the employees: make the training in their interest, ideally showing how this information will help their career

* Try to insert compliance messages in training that isn’t compliance-related, such as sales skills courses

* Understand the psychological principles of how to communicate with employees

By Adam Turteltaub

Typically, when compliance professionals interact with members of the US Government it is in an enforcement context.

Not all parts of the government, though, serve that role.  When putting together the SCCE regional compliance meeting in Sarajevo in October, we contacted the local embassy for help, which they were more than happy to provide.

Janet Kennedy is an Economics Officer in the embassy, and in this podcast, she explains the role and how she and her colleagues, who can be found at embassies and consulates worldwide, can help.  She explains:

* Their main role is economic diplomacy: building the economic relationship between the US and the host country

* They meet this goal by providing advocacy for US companies operating overseas

* Advocacy can include providing information to US businesses about the country, working to improve market access, encouraging fair treatment for investors, protecting intellectual property, and combatting corruption

* They can be particularly helpful when bidding on foreign government tenders

* On the less formal side, they can help promote businesses and establish an initial presence

* Don’t expect an economics officer to provide legal advice, but they may provide a list of local lawyers

* Generally, don’t count on them to intervene in commercial disputes

* If your company is solicited for bribes by a foreign government official, it’s good to notify the embassy and to contact [email protected]

By Adam Turteltaub

Typically, when compliance professionals interact with members of the US Government it is in an enforcement context.

Not all parts of the government, though, serve that role.  When putting together the SCCE regional compliance meeting in Sarajevo in October, we contacted the local embassy for help, which they were more than happy to provide.

Janet Kennedy is an Economics Officer in the embassy, and in this podcast, she explains the role and how she and her colleagues, who can be found at embassies and consulates worldwide, can help.  She explains:

* Their main role is economic diplomacy: building the economic relationship between the US and the host country

* They meet this goal by providing advocacy for US companies operating overseas

* Advocacy can include providing information to US businesses about the country, working to improve market access, encouraging fair treatment for investors, protecting intellectual property, and combatting corruption

* They can be particularly helpful when bidding on foreign government tenders

* On the less formal side, they can help promote businesses and establish an initial presence

* Don’t expect an economics officer to provide legal advice, but they may provide a list of local lawyers

* Generally, don’t count on them to intervene in commercial disputes

* If your company is solicited for bribes by a foreign government official, it’s good to notify the embassy and to contact [email protected]

By Adam Turteltaub

Cats riding Roomba’s make YouTube great, and people love to share the links.  And sometimes employees want to put videos of these felines and other snippets in their presentations, or maybe an apt clip from a TV show, not to mention that great cartoon from The New Yorker.

Problem is that all of that content is probably copyrighted.

In this podcast, Liz Bilodreau, Senior Client Engagement  Manager of the Copyright Clearance Center explains what compliance professionals need to know to prevent misuse.  Listen in as she explains:

* The importance of getting a better understanding of what your employees are sharing

* The need to understand that employees don’t always know what they can and can’t share, and the difference between what you can share in your personal and professional lives

* The necessity of ensuring that training also includes information about the process for securing permission and a reminder that even internal use within the company can constitute a public showing

* When determining how employees use content, don’t do it with the goal of stopping it, but with the goal of identifying how media is used and what licenses your organization may need

* What your policies on content should contain

By Adam Turteltaub

Cats riding Roomba’s make YouTube great, and people love to share the links.  And sometimes employees want to put videos of these felines and other snippets in their presentations, or maybe an apt clip from a TV show, not to mention that great cartoon from The New Yorker.

Problem is that all of that content is probably copyrighted.

In this podcast, Liz Bilodreau, Senior Client Engagement  Manager of the Copyright Clearance Center explains what compliance professionals need to know to prevent misuse.  Listen in as she explains:

* The importance of getting a better understanding of what your employees are sharing

* The need to understand that employees don’t always know what they can and can’t share, and the difference between what you can share in your personal and professional lives

* The necessity of ensuring that training also includes information about the process for securing permission and a reminder that even internal use within the company can constitute a public showing

* When determining how employees use content, don’t do it with the goal of stopping it, but with the goal of identifying how media is used and what licenses your organization may need

* What your policies on content should contain

By Adam Turteltaub

As I’ve written before for the blog, there’s a problem compliance people are facing:  many people are too willing to write that a so-called compliance officer has been arrested, fined or imprisoned.  Problem is, those compliance officers weren’t really regulatory and legal compliance professionals as we know them.

There’s one more problem, your organization may be contributing to this situation;  You may have people in your organization with “compliance” in their title but don’t actually work on the compliance team.

Jenny O’Brien, at United Healthcare had precisely that problem. When she assumed the role of Chief Compliance Officer she found out that there were a couple of hundred people not on the compliance team but with compliance titles.

This posed significant risks.  People were “clearing things through compliance” without ever actually talking to compliance.  In addition, the fact that people didn’t know who truly was a compliance officer led to dangerous confusion, and the potential of the government stating that the compliance program didn’t meet the standards for effectiveness.

Listen in as she relates how she remedied this situation via what turned out to be a year-long project.  In the podcast she shares:

* How she enlisted the help of HR and the business units

* The process for developing new titles for affected personnel

* The importance of regularly auditing to see if new people that shouldn’t have received compliance titles, nonetheless

* The surprising upside to the process and the attachment many have to compliance