Securities

Recent Posts

Who Caught Them? Compliance or the SEC?
Posted on 19 Jul 2011 by Doug Cornelius

The SEC announced they had obtained an emergency freeze against three Swiss-based traders under an allegation of insider trading. The SEC claims that Compania International Financiera S.A., Coudree Capital Gestion S.A., and Chartwell Asset Management... Read More

Ethics Upgrade at Oracle?
Posted on 9 Sep 2010 by Doug Cornelius

I'm not sure what to make of Mark Hurd, Hewlett-Packard, Larry Ellison, and Oracle. HP threw Hurd out on the street for some stupid behavior. By throwing out on the street, I mean let him keep most of his compensation package. Larry Ellison... Read More

Altered Records, Lack Of Procedures Yields Sanctions
Posted on 18 Nov 2010 by Thomas O. Gorman

Altering compliance records prior to their production for an examination and inadequate procedures to control the flow of nonpublic information became the predicate for sanctions against a broker dealer, an investment adviser and the chief compliance... Read More

Fraud Investigation and the UK Bribery Act
Posted on 29 Oct 2010 by Thomas Fox

We were recently introduced to Fraud Examiner Expert Tracy Coenen , in her book " Expert Fraud Investigation: A Step-By-Step Guide " she details the steps a company should go through in performing a fraud investigation. Coenen provides the... Read More

The US Private Equity Fund Compliance Guide
Posted on 23 Nov 2010 by Doug Cornelius

One of the struggles with implementing a compliance program for a private equity fund is that the Investment Advisers Act is targeted at retail operations dealing with relatively liquid investments. Neither fits well with the private equity model of... Read More

Disclosure and Negotiating with the Government – A FCPA Conundrum?-Part I
Posted on 8 Feb 2011 by Thomas Fox

All compliance programs are designed to prevent, detect and deter ethical violations. In the United States, they are also designed to bring companies into compliance with the Foreign Corrupt Practices Act (FCPA). However, as important as these programs... Read More

FCPA Reporting-To Whom Does Your CCO Report?
Posted on 16 Jun 2010 by Thomas Fox

There is an ongoing debate in the compliance arena as to whom a Chief Compliance Officer (CCO) should report. Should the CCO report to the Board of Directors or appropriate Board committee such as an Audit Committee or Compliance Committee? Or can... Read More

Risk Assessments: FCPA and UK Bribery Act Best Practices
Posted on 19 Oct 2010 by Thomas Fox

We recently wrote about ongoing assessments as a key component of a best practices anti-corruption and anti-bribery program. One of our colleagues commented that such a tool is also one with which a company should begin to craft its compliance program... Read More

An Effective FCPA Compliance Program-Thoughts of Lanny Breuer
Posted on 3 Jun 2010 by Thomas Fox

At the recent Compliance Week 2010 Annual Conference one of the issues discussed by Assistant Attorney General, for the Criminal Division of the US Department of Justice, Lanny Breuer, was what the Department of Justice (DOJ) might consider as an "effective... Read More

So…When Does Compliance and Ethics No Longer Matter?
Posted on 9 Sep 2010 by Thomas Fox

In a post yesterday on TheAtlantic.com, Daniel Indiviglio posed the question " Does Hurd's New Oracle Gig Prove Business Ethics Don't Matter ?" Indiviglio noted that while Mark Hurd's missteps at H-P may have been "incredibly... Read More

Another CCO in Trouble
Posted on 18 Nov 2010 by Doug Cornelius

With failure, comes learning. As a compliance officer, disciplinary actions against other compliance officers can be a road map showing me what not to do. Recently, the SEC charged affiliated firms and their former chief compliance officer with failing... Read More

Proposed Reforms to the FCPA: the Compliance Defense and Respondeat Superior
Posted on 3 Nov 2010 by Thomas Fox

In a Whitepaper entitled " Restoring Balance-Proposed Amendments to the Foreign Corrupt Practices Act ", authors Andrew Wiessmann and Alixandra Smith, writing on behalf of the US Chamber Institute for Legal Reform who recently proposed amending... Read More

The ERC on Whistle Blowing Workplace Misconduct: Attitude Matters
Posted on 3 Feb 2011 by Thomas Fox

In December 2010, the Ethics Resource Center (ERC) released a White Paper entitled, " Blowing the Whistle on Workplace Misconduct ." This White Paper report detailed several findings that the ERC had determined through surveys, interviews... Read More

What Can Your CEO Do for Your FCPA Compliance Program?
Posted on 21 Jan 2011 by Thomas Fox

So what can your Chief Executive Officer (CEO) do for your Foreign Corrupt Practices Act (FCPA) compliance program? It turns out quite a bit. Both the US Sentencing Guidelines, which are used as the basis for FCPA compliance programs, and the Consultative... Read More

Disciplinary Actions Against Chief Compliance Officers
Posted on 9 Nov 2010 by Doug Cornelius

The Chief Compliance Officer should be a model for employee conduct. I don't thing there is any better way to lead and educate than to set an example. Not all Chief Compliance Officers succeed in this role and some get subject to discipline... Read More

  • Blog Post: The Role of Human Resources in FCPA Compliance-Part II

    In an earlier post , we discussed that one sign of a mature Foreign Corrupt Practices Act (FCPA) compliance and ethics program is the extent to which a company's Human Resources (HR) Department is involved in implementing a compliance solution. In the prior posting we discussed training, employee...
  • Blog Post: Lanny Breuer Addresses Corporate Ethics and Compliance at Compliance Week

    Assistant Attorney General for the Criminal Division of the U.S. Department of Justice (DOJ), Lanny Breuer gave the final day's keynote speech at the Compliance Week 2010 Conference . Many of his remarks were directed at the ethics and compliance professionals who attended the event. He confirmed...
  • Blog Post: An Effective FCPA Compliance Program-Thoughts of Lanny Breuer

    At the recent Compliance Week 2010 Annual Conference one of the issues discussed by Assistant Attorney General, for the Criminal Division of the US Department of Justice, Lanny Breuer, was what the Department of Justice (DOJ) might consider as an "effective compliance and ethics program"...
  • Blog Post: FCPA Reporting-To Whom Does Your CCO Report?

    There is an ongoing debate in the compliance arena as to whom a Chief Compliance Officer (CCO) should report. Should the CCO report to the Board of Directors or appropriate Board committee such as an Audit Committee or Compliance Committee? Or can a CCO report to a company's General Counsel ...
  • Blog Post: Cheap Sunglasses and Compliance

    Can cheap sunglasses affect your ethical behavior? An important part of a compliance program is monitoring and improving the ethical behavior of your workforce. I'm always intrigued by ethics experiments. Francesca Gino of Chapel Hill, Michael Norton of Harvard Business School, and Dan Ariely...
  • Blog Post: Anti-Corruption, the FCPA and the (Apparent) Failure to Escalate

    At the recent Corporate Counsel Institute - Europe put on by Georgetown University Law , participant Matthew King, Group Head of Internal Audit at HSBC was interviewed by Project Counsel Founder Gregory P. Bufithis on his opinion regarding one of the more important elements for implementing a successful...
  • Blog Post: Ethics Upgrade at Oracle?

    I'm not sure what to make of Mark Hurd, Hewlett-Packard, Larry Ellison, and Oracle. HP threw Hurd out on the street for some stupid behavior. By throwing out on the street, I mean let him keep most of his compensation package. Larry Ellison immediately came to his defense. He even went a...
  • Blog Post: So…When Does Compliance and Ethics No Longer Matter?

    In a post yesterday on TheAtlantic.com, Daniel Indiviglio posed the question " Does Hurd's New Oracle Gig Prove Business Ethics Don't Matter ?" Indiviglio noted that while Mark Hurd's missteps at H-P may have been "incredibly dumb"; the decisions he made which led to...
  • Blog Post: What is your FCPA Investigation Protocol?

    Speaking at the IQPC 2010 Internal and Regulatory Investigations in Oil and Gas Conference , Dominic Sheils, Compliance Counsel for John Wood Group PLC, and James W. Noe, Senior Vice President, General Counsel and Compliance Officer for Hercules Offshore, Inc., discussed two different approaches to...
  • Blog Post: Getting Your Arms Around FCPA Due Diligence

    The task of where to begin a full compliance and ethics program can often times appear quite daunting. Most US companies fully understand the need to comply with the Foreign Corrupt Practices Act (FCPA). However most companies are not created out of new cloth but are ongoing enterprises with a fully...
  • Blog Post: Ongoing Compliance Assessments: FCPA, UK Bribery Act and OCED Best Practices

    One of the requirements consistent throughout the Principles of Federal Prosecution of Business Organization (US Sentencing Guidelines) and its section on corporate compliance programs; the Organization for Economic Co-operation and Development (OECD) Good Practice Guidance on Internal Controls...
  • Blog Post: Risk Assessments: FCPA and UK Bribery Act Best Practices

    We recently wrote about ongoing assessments as a key component of a best practices anti-corruption and anti-bribery program. One of our colleagues commented that such a tool is also one with which a company should begin to craft its compliance program. The simple reason is straightforward; one cannot...
  • Blog Post: Provenance in the Supply Chain: Transparency and Accountability under the FCPA and Bribery Act

    In the October 2010 issue of the Harvard Business Review there is a Spotlight article on " The Transparent Supply Chain ". In this article, author Stephen New discusses the evolution in Supply Chain from opaqueness to transparency and focuses on the "quality, safety, ethics and environmental...
  • Blog Post: Fraud Investigation and the UK Bribery Act

    We were recently introduced to Fraud Examiner Expert Tracy Coenen , in her book " Expert Fraud Investigation: A Step-By-Step Guide " she details the steps a company should go through in performing a fraud investigation. Coenen provides the 'nuts and bolts' on how conducting an investigation...
  • Blog Post: US Sentencing Guidelines Changes Become Effective November 1

    Yesterday, on November 1, 2010, the proposed changes in the US Sentencing Guidelines became effective. This post will highlight the changes and what they may import for the FCPA compliance professional. The US Sentencing Guidelines are used in the sentencing of organizations and serve as the de facto...
  • Blog Post: Proposed Reforms to the FCPA: the Compliance Defense and Respondeat Superior

    In a Whitepaper entitled " Restoring Balance-Proposed Amendments to the Foreign Corrupt Practices Act ", authors Andrew Wiessmann and Alixandra Smith, writing on behalf of the US Chamber Institute for Legal Reform who recently proposed amending the Foreign Corrupt Practices Act (FCPA),...
  • Blog Post: Disciplinary Actions Against Chief Compliance Officers

    The Chief Compliance Officer should be a model for employee conduct. I don't thing there is any better way to lead and educate than to set an example. Not all Chief Compliance Officers succeed in this role and some get subject to discipline. Here are some ways to get in trouble. Participation...
  • Blog Post: Another CCO in Trouble

    With failure, comes learning. As a compliance officer, disciplinary actions against other compliance officers can be a road map showing me what not to do. Recently, the SEC charged affiliated firms and their former chief compliance officer with failing to have adequate policies and procedures to prevent...
  • Blog Post: Altered Records, Lack Of Procedures Yields Sanctions

    Altering compliance records prior to their production for an examination and inadequate procedures to control the flow of nonpublic information became the predicate for sanctions against a broker dealer, an investment adviser and the chief compliance officer of both. In the Matter of The Buckingham...
  • Blog Post: The US Private Equity Fund Compliance Guide

    One of the struggles with implementing a compliance program for a private equity fund is that the Investment Advisers Act is targeted at retail operations dealing with relatively liquid investments. Neither fits well with the private equity model of institutional investors and large, illiquid transactions...
  • Blog Post: The Role of Compliance in Criminal Cases

    Plan Now or Pay Later . Compliance failures are expensive. Failures result in big fines, expensive investigative costs and expensive legal fees. Plus you end up diverting valuable management resources from managing the business to managing the damage. Executives would much rather be sitting in...
  • Blog Post: What Can Your CEO Do for Your FCPA Compliance Program?

    So what can your Chief Executive Officer (CEO) do for your Foreign Corrupt Practices Act (FCPA) compliance program? It turns out quite a bit. Both the US Sentencing Guidelines, which are used as the basis for FCPA compliance programs, and the Consultative Guidance, which is the basis for the adequate...
  • Blog Post: Evaluation of FCPA Compliance Training

    One of the key goals of any Foreign Corrupt Practices Act (FCPA) compliance program is to train company employees in awareness and understanding of the FCPA; your specific company compliance program; and to create and foster a culture of compliance. The testing and evaluation of your FCPA compliance...
  • Blog Post: The ERC on Whistle Blowing Workplace Misconduct: Attitude Matters

    In December 2010, the Ethics Resource Center (ERC) released a White Paper entitled, " Blowing the Whistle on Workplace Misconduct ." This White Paper report detailed several findings that the ERC had determined through surveys, interviews and dialogues. Although the article reviewed types...
  • Blog Post: Disclosure and Negotiating with the Government – A FCPA Conundrum?-Part I

    All compliance programs are designed to prevent, detect and deter ethical violations. In the United States, they are also designed to bring companies into compliance with the Foreign Corrupt Practices Act (FCPA). However, as important as these programs are, it is equally important for a company to...