No Result
View All Result
SUBSCRIBE | NO FEES, NO PAYWALLS
MANAGE MY SUBSCRIPTION
NEWSLETTER
Corporate Compliance Insights
  • Home
  • About
    • About CCI
    • Writing for CCI
    • NEW: CCI Press – Book Publishing
    • Advertise With Us
  • Explore Topics
    • See All Articles
    • Compliance
    • Ethics
    • Risk
    • FCPA
    • Governance
    • Fraud
    • Internal Audit
    • HR Compliance
    • Cybersecurity
    • Data Privacy
    • Financial Services
    • Well-Being at Work
    • Leadership and Career
    • Opinion
  • Vendor News
  • Career Connection
  • Events
    • Calendar
    • Submit an Event
  • Library
    • Whitepapers & Reports
    • eBooks
    • CCI Press & Compliance Bookshelf
  • Podcasts
  • Videos
  • Subscribe
  • Home
  • About
    • About CCI
    • Writing for CCI
    • NEW: CCI Press – Book Publishing
    • Advertise With Us
  • Explore Topics
    • See All Articles
    • Compliance
    • Ethics
    • Risk
    • FCPA
    • Governance
    • Fraud
    • Internal Audit
    • HR Compliance
    • Cybersecurity
    • Data Privacy
    • Financial Services
    • Well-Being at Work
    • Leadership and Career
    • Opinion
  • Vendor News
  • Career Connection
  • Events
    • Calendar
    • Submit an Event
  • Library
    • Whitepapers & Reports
    • eBooks
    • CCI Press & Compliance Bookshelf
  • Podcasts
  • Videos
  • Subscribe
No Result
View All Result
Corporate Compliance Insights
Home Governance

Reinvigorating Corporate Board Governance to Embed a Culture of Ethics and Compliance

by Michael Volkov
November 25, 2015
in Governance
Reinvigorating Corporate Board Governance to Embed a Culture of Ethics and Compliance

Corporate scandals continue to rack up – I am not just blowing smoke on this fact. Corporate Boards are under greater scrutiny, but the hardest place to bring reform is the corporate boardroom. Old institutions do not change quickly, and there is an inherent resistance to change when it comes to a corporate boardroom.

The old dynamic may be ripe for change. This is where Compliance 2.0 and the rise of the compliance profession can play a critical role. In some respects, the seeds for change are being planted right now – enter the Chief Compliance Officer.

As CCOs rise and the new model for compliance takes hold, the inescapable fact is that a new dynamic is about to take place. The requirement for the dynamic is the empowerment of the CCO in the corporate boardroom.

Let me outline the way this can – and will – occur.

First, assuming that the CCO has adequate access and opportunity to report to the Board on a quarterly and annual basis, along with executive sessions, the amount of contacts between the CCO and the Board will increase. Even informal contacts should increase between the Audit/Compliance Committee Chair and the CCO as they work together to ensure proper monitoring and supervision of the company’s compliance program.

Second, if the CCO has opportunities to train the Board, the CCO has to use those multiple opportunities to educate the Board on: (1) the Board’s oversight and monitoring responsibilities, (2) a new exercise of responsibility over the ethics and compliance program as a profitable activity designed to protect and promote the company’s reputation and (3) substantive issues.

Third, assuming that the CCO has a senior position in the C-Suite and participates in appropriate senior management meetings, the CCO’s relationship and influence among senior managers will also improve.

All of these factors place the CCO in a strong position of influence in the corporate boardroom.

But there is a significant counterweight that has to be overcome. For years (and possibly centuries), lawyers have played a key role in corporate governance by directing Boards to play a largely defensive role. As a result, corporate Boards are focused on worst-case scenarios as a guiding principle to escape potential liability. I am not advocating that lawyers be escorted out of the boardroom, only that the “defensive” approach be replaced with a more realistic balancing of governance principles and risks.

Corporate Boards are given significant protections under the law — including the business judgment rule — that are designed to balance the fiduciary duty against the limitations on the Board’s supervisory capabilities.

In this balancing act, however, the need for corporate attention to corporate culture and corporate reputation has been diminished. Lawyers tend to resist change and in particular can become threatened when new influences start to generate importance in the boardroom. Lawyers are used to being the sole and most important adviser to a Board. The old dynamic, however, is changing. Lawyers have to make room at the table for CCOs in order to promote and enhance the company’s culture of ethics and compliance.

CCOs have to step up and offer corporate Boards a new dynamic in reporting and interactions. CCOs have to lead the Board to a new standard of care that embraces the company’s culture, reputation and range of reporting and interactions keyed to ethics and compliance.


Tags: Third Party Risk Management
Previous Post

Improving the I-9 Process, Wherever Your Employees May Be

Next Post

5 Cloud Compliance Misfires (and How to Avoid Them)

Michael Volkov

Michael Volkov

Michael-Volkov-leclairryan Michael Volkov is the CEO of The Volkov Law Group LLC, where he provides compliance, internal investigation and white collar defense services.  He can be reached at mvolkov@volkovlaw.com. Michael has extensive experience representing clients on matters involving the Foreign Corrupt Practices Act, the UK Bribery Act, money laundering, Office of Foreign Asset Control (OFAC), export controls, sanctions and International Traffic in Arms, False Claims Act, Congressional investigations, online gambling and regulatory enforcement issues. Michael served for more than 17 years as a federal prosecutor in the U.S. Attorney’s Office in the District of Columbia; for five years as the Chief Crime and Terrorism Counsel for the Senate Judiciary Committee, and Chief Crime, Terrorism and Homeland Security Counsel for the Senate and House Judiciary Committees; and as a Trial Attorney in the Antitrust Division of the U.S. Department of Justice. Michael also maintains a well-known blog: Corruption Crime & Compliance, which is frequently cited by anti-corruption professionals and professionals in the compliance industry.

Related Posts

Build and Scope Better Vendor Due Diligence Questionnaires

Build and Scope Better Vendor Due Diligence Questionnaires

by Corporate Compliance Insights
January 18, 2023

Make sure you're asking all the right questions when onboarding new third-party vendors White Paper Build and Scope Better Vendor...

SWISS GRC DAY 2023

SWISS GRC DAY 2023

by Aarti Maharaj
December 15, 2022

The SWISS GRC DAY brings together interested parties from all over Switzerland and nearby countries. Topics include first-hand news, challenges...

16th Edition Third Party Vendor Risk Management for Financial Institutions Conference

16th Edition Third Party Vendor Risk Management for Financial Institutions Conference

by Aarti Maharaj
December 8, 2022

The GFMI 16th Edition Third Party Vendor Risk Management for Financial Institutions conference taking place in New York, NY on...

cci top 10 stories collage

Top 10 Compliance Stories of 2022

by Jennifer L. Gaskin
December 7, 2022

The more things change, the more they stay the same. This time last year, we summarized the top 10 ESG...

Next Post
5 Cloud Compliance Misfires (and How to Avoid Them)

5 Cloud Compliance Misfires (and How to Avoid Them)

Compliance Job Interview Q&A

Jump to a Topic

AML Anti-Bribery Anti-Corruption Artificial Intelligence (AI) Automation Banking Board of Directors Board Risk Oversight Business Continuity Planning California Consumer Privacy Act (CCPA) Code of Conduct Communications Management Corporate Culture COVID-19 Cryptocurrency Culture of Ethics Cybercrime Cyber Risk Data Analytics Data Breach Data Governance DOJ Download Due Diligence Enterprise Risk Management (ERM) ESG FCPA Enforcement Actions Financial Crime Financial Crimes Enforcement Network (FinCEN) GDPR HIPAA Know Your Customer (KYC) Machine Learning Monitoring RegTech Reputation Risk Risk Assessment SEC Social Media Risk Supply Chain Technology Third Party Risk Management Tone at the Top Training Whistleblowing
No Result
View All Result

Privacy Policy

Founded in 2010, CCI is the web’s premier global independent news source for compliance, ethics, risk and information security. 

Got a news tip? Get in touch. Want a weekly round-up in your inbox? Sign up for free. No subscription fees, no paywalls. 

Follow Us

Browse Topics:

  • CCI Press
  • Compliance
  • Compliance Podcasts
  • Cybersecurity
  • Data Privacy
  • eBooks Published by CCI
  • Ethics
  • FCPA
  • Featured
  • Financial Services
  • Fraud
  • Governance
  • GRC Vendor News
  • HR Compliance
  • Internal Audit
  • Leadership and Career
  • On Demand Webinars
  • Opinion
  • Resource Library
  • Risk
  • Uncategorized
  • Videos
  • Webinars
  • Well-Being
  • Whitepapers

© 2022 Corporate Compliance Insights

No Result
View All Result
  • Home
  • About
    • About CCI
    • Writing for CCI
    • NEW: CCI Press – Book Publishing
    • Advertise With Us
  • Explore Topics
    • See All Articles
    • Compliance
    • Ethics
    • Risk
    • FCPA
    • Governance
    • Fraud
    • Internal Audit
    • HR Compliance
    • Cybersecurity
    • Data Privacy
    • Financial Services
    • Well-Being at Work
    • Leadership and Career
    • Opinion
  • Vendor News
  • Career Connection
  • Events
    • Calendar
    • Submit an Event
  • Library
    • Whitepapers & Reports
    • eBooks
    • CCI Press & Compliance Bookshelf
  • Podcasts
  • Videos
  • Subscribe

© 2022 Corporate Compliance Insights

Welcome to CCI. This site uses cookies. Please click OK to accept. Privacy Policy
Cookie settingsACCEPT
Manage consent

Privacy Overview

This website uses cookies to improve your experience while you navigate through the website. Out of these, the cookies that are categorized as necessary are stored on your browser as they are essential for the working of basic functionalities of the website. We also use third-party cookies that help us analyze and understand how you use this website. These cookies will be stored in your browser only with your consent. You also have the option to opt-out of these cookies. But opting out of some of these cookies may affect your browsing experience.
Necessary
Always Enabled
Necessary cookies are absolutely essential for the website to function properly. These cookies ensure basic functionalities and security features of the website, anonymously.
CookieDurationDescription
cookielawinfo-checbox-analytics11 monthsThis cookie is set by GDPR Cookie Consent plugin. The cookie is used to store the user consent for the cookies in the category "Analytics".
cookielawinfo-checbox-functional11 monthsThe cookie is set by GDPR cookie consent to record the user consent for the cookies in the category "Functional".
cookielawinfo-checbox-others11 monthsThis cookie is set by GDPR Cookie Consent plugin. The cookie is used to store the user consent for the cookies in the category "Other.
cookielawinfo-checkbox-necessary11 monthsThis cookie is set by GDPR Cookie Consent plugin. The cookies is used to store the user consent for the cookies in the category "Necessary".
cookielawinfo-checkbox-performance11 monthsThis cookie is set by GDPR Cookie Consent plugin. The cookie is used to store the user consent for the cookies in the category "Performance".
viewed_cookie_policy11 monthsThe cookie is set by the GDPR Cookie Consent plugin and is used to store whether or not user has consented to the use of cookies. It does not store any personal data.
Functional
Functional cookies help to perform certain functionalities like sharing the content of the website on social media platforms, collect feedbacks, and other third-party features.
Performance
Performance cookies are used to understand and analyze the key performance indexes of the website which helps in delivering a better user experience for the visitors.
Analytics
Analytical cookies are used to understand how visitors interact with the website. These cookies help provide information on metrics the number of visitors, bounce rate, traffic source, etc.
Advertisement
Advertisement cookies are used to provide visitors with relevant ads and marketing campaigns. These cookies track visitors across websites and collect information to provide customized ads.
Others
Other uncategorized cookies are those that are being analyzed and have not been classified into a category as yet.
SAVE & ACCEPT