Donna C. Boehme of Compliance Strategists LLC has been named a 2018 Trust Across America Lifetime Achievement Award honoree for her outstanding achievements in the field of corporate ethics and compliance. Ms. Boehme is the first member from the compliance profession to receive this prestigious award.

Continue Reading Donna Boehme, “The Lion of Compliance,” Named 2018 Trust Across America Lifetime Achievement Award Honoree

Originally published at Corporate Compliance Insights on June 3, 2014 by Guest Columnist Donna Boehme.  

Recently I’ve had a few epiphanies about corporate whistleblowers (are we ever going to find a better term for this?), and the most striking is this:

Many are accidental.

My month of whistleblower observations includes (i) a striking column by a former JPMorgan executive, “5 Terrible Things I Learned as a Corporate Whistleblower”1, (ii) a visit in the North York Moors to the home of the former head of risk for the UK’s HBOS bank and (iii) a fascinating keynote session with the former CEO of Japan’s Olympus Corporation at the recent Society of Corporate Compliance and Ethics (SCCE) European conference in London. Continue Reading 3 Accidental Whistleblowers (Fired for Doing their Jobs Well)

Originally published at Corporate Counsel on Dec. 20, 2013.  

As sure as the fix was in for LIBOR, 2013 could be counted on to provide plenty of “Ripped From the Headlines” fodder for compliance and ethics commentators everywhere. With 2014 ahead of us and no end in sight for culture-challenged C-suites and managers, we ask the board of directors our annual threshold question: Do your chief compliance officer and compliance program have the empowerment, independence, seat at the table, line of sight and resources to do the job? If not, there’s probably a spot for you on next year’s list. Here we go:

10. Momentum Continues for CCO Independence

Remember in 2010 when a well-known former general counsel summed up the dynamic, evolving role of the chief compliance officer in two words: “process integration”? Well, in 2013, not so much. Surveys by PWC/Compliance Week, Deloitte and the Association of Corporate Counsel all reflect the continued elevation of the CCO within the organization, gaining in independence and resources, with more CCOs reporting directly to the CEO and fewer to the GC.

These developments are consistent with the 2010 amendments to the Federal Sentencing Guidelines, which favor “direct reporting obligations” to the board or its independent committee, and the increasing complexity and challenges of the corporate compliance landscape. Just last week, Forbes named the CCO one of “Wall Street’s 10 Biggest Winners of 2013.” For the CCO as an independent voice in the C-suite, 2013 was a very good year.

Continue Reading 2013’s 10 Big Moments for Chief Compliance Officers


By Guest Columnist: Donna Boehme

 Principal at Compliance Strategists LLC and editor of the weekly CS Newsflash (and former chief compliance and ethics officer at two leading multinationals). Named by ComplianceX to "Who Compliance Professionals Should Follow in 2013." So follow her on Twitter @DonnaCBoehme.

 

 

It’s a terrible story that should be told, and told often, if we are to make any progress for chief compliance officers (CCOs) and the companies that need them to do their jobs well.

Earlier this year, the U.K. Parliamentary Commission on Banking Standards finally weighed in on the blame for the implosion of HBOS bank after “catastrophic failures of management, governance and regulatory oversight” led to bad lending losses of nearly £50 billion and a taxpayer bailout of £20billion.[1] The report placed primary blame directly on the doorstep of three former executives whom the report calls to be banned forever from the finance industry. Sir James Crosby, former HBOS CEO has already resigned two outside board positions and agreed to give up his knighthood. Pressure is on two other former Directors Andy Hornby, CEO and Lord Dennis Stevenson, Chairman, to face similar consequences. But enough about those guys.

This story is about Paul Moore, the former chief risk and compliance officer for HBOS, fired in 2004 for his warnings to the bank’s C-Suite and Board of its excessive risk taking culture. Paul says the release of the Parliamentary report, plainly called “An Accident Waiting to Happen,” was like the “parting of the Red Sea” for him.    Paul is Exhibit A for why former federal prosecutor Michael Volkov called the CCOs the “Person of the Year” in 2011 and has described this difficult role as the “unsung hero” of the corporate landscape.[2

Continue Reading When a CCO becomes a Whistleblower (It Usually Ends in Tears)


By Guest Columnist: Donna Boehme

Principal at Compliance Strategists LLC and editor of the weekly CS Newsflash (and former chief compliance and ethics officer at two leading multinationals). Follow her on Twitter @DonnaCBoehme.

Originally Published in Corporate Counsel (January 14, 2013)

 

As companies head into 2013 facing yet another year of increasing and complex compliance and ethics challenges, here’s a threshold question for the Board of Directors: Does your chief compliance officer have the empowerment, independence, seat at the table, line of sight, and resources to do the job?

Following is a “boardworthy” sample of big developments from 2012 that should give some boards and C-suites (and you know who you are) pause:

1. Morgan Stanley Declination

Companies and CCOs have been waiting a long time to see public recognition and credit for a preexisting compliance program. In 2012, the U.S. Department of Justice decided not to prosecute Morgan Stanley for flagrant FCPA violations by an employee in China, citing robust compliance program elements that illustrated the firm’s strong efforts to prevent and detect wrongdoing. It was just like the Federal Sentencing Guidelines contemplate, and a powerful “show and tell” example for CCOs to discuss with management and boards. More like this in 2013, please.

2. Wal-Mart Mexican Bribery Scandal

Unpack many of the big corporate scandals of the last five years and very few feature a strong, well-positioned, empowered, and experienced CCO voice in the C-suite. (Actually, I can’t think of any, but please write and tell me if you can). In Wal-Mart’s case, the compliance function reported to the legal department, but according to The New York Times reportage, the company’s top lawyer participated in a C-suite decision to “hush up” a too-hot investigation by sending it back to the very same Mexican GC who allegedly approved the bribes in the first place. It was a decision that ignored a compliance officer’s strong recommendation for an expanded independent investigation. Wal-Mart is Exhibit A for an independent, empowered CCO.

Continue Reading 2012’s 10 Big Moments for Chief Compliance Officers

By Guest Columnist: Donna Boehme
Principal at Compliance Strategists LLC and editor of the weekly CS Newsflash (and former chief compliance and ethics officer at two leading multinationals). Follow her on Twitter @DonnaCBoehme.

Originally Published in Corporate Counsel (September 20, 2012) 

Last week’s outsized bounty award of $104 million to former UBS AG banker-turned-whistleblower Bradley Birkenfeld has commentators lighting up the Twitterverse with outrage and the Wall Street Journal calling Birkenfeld’s tale one of “sordidness piled on sordidness.” Seems his 2007 testimony regarding thousands of U.S. tax dodgers netted the Internal Revenue Service a $780 million fine and the names of 5,000 potential tax cheats from the Swiss banking giant—not to mention potential recovery of over $5 billion in unpaid taxes.

This has resulted in what one of Birkenfeld’s lawyers has called "the largest whistleblower reward issued to a single individual.” What has got so many folks’ knickers in a wad is not just the record-setting, eye-popping monetary reward, but the fact that Birkenfeld himself had a spectacular role in the scheme, at one point famously smuggling diamonds for a client in a tube of toothpaste. And what’s more, he lied to the IRS and served 30 months in jail before collecting his reward. Judging by much of the commentary, this is being seen by many as whistleblower protection gone horribly awry and the end of civilization as we know it.

As a former chief compliance officer who has been in the trenches for 20-plus years, I’d like to offer an alternative view, starting with some undeniable truths about whistleblowers (and, by the way, we need another term for individuals who report misconduct, but I digress.) To all the outraged commentators, please have a glass of Pinot and unwad your knickers. Go ahead, I’ll wait.

OK, on to the undeniable truths about corporate whistleblowers:

UNDENIABLE TRUTH NO. 1

Whistleblowers are not always model citizens (gasp). Sometimes they are very close to the misconduct—that’s how they know about it. This is the same reason that in developing the Dodd-Frank whistleblower program, the U.S. Securities and Exchange Commission declined to exclude whistleblowers involved in the misconduct unless criminally convicted: it makes no sense to automatically exclude the people most likely to have the information. Ever heard of the U.S. Department of Justice’s antitrust leniency program?

Continue Reading The Undeniable Truth About Corporate Misconduct and Whistleblowers

By Guest Columnist: Donna Boehme
Principal at Compliance Strategists LLC and editor of the weekly CS Newsflash (and former chief compliance and ethics officer at two leading multinationals). Follow her on Twitter @DonnaCBoehme.

“One way or another, I’m gonna find ya’ I’m gonna get ya’, get ya’, get ya’, get ya’ “
– Blondie circa 1978

There’s a reason why that Blondie song is #305 on Rolling Stone’s 500 Greatest Songs of All Time. It appeals to a very basic human emotion: getting even. Retaliation is an ugly thing. In the workplace, it’s also a powerful and complex individual and team-based behavior that is difficult to identify and even harder to stamp out. Typically employed to punish workers who report a problem, challenge the status quo or otherwise “rock the boat,” it goes to the very heart of organizational culture. And that’s why it should be viewed, not as a misdemeanor referenced briefly in the code of conduct, but as a company felony in the arena of compliance and ethical leadership.

It’s relatively easy in the “balloons and barbeques” stage of program rollout for managers to vocally support “doing the right thing,” support employee ethics training, and even throw in an “integrity moment” here and there in team meetings. Bravo, and noted. But calamity is the real test of integrity. It’s the more difficult circumstances – an investigation into misconduct, or a team member questioning modus operandi– that truly test the mettle of supervisors. (This is why more enlightened organizations understand that, with rare exception, ethical managers and supervisors are not born, but trained – and then they reinforce those ethical leadership behaviors with meaningful financial and nonfinancial incentives …. but I digress.) This is the stage where those managers who have not gotten the memo (literally and figuratively) can revert to their basic human instinct to seek and destroy.

Continue Reading Why Retaliation is a Company “Felony”

"There Will Be Consequences" (Uh Oh, Did I Say That Out Loud?)


By Guest Columnist: Donna Boehme

Principal at Compliance Strategists LLC and editor of the weekly CS Newsflash (and former chief compliance and ethics officer at two leading multinationals)

In Washington, there’s an old cliché: The definition of a gaffe is when a politician accidentally tells the truth. So this recent internal Bureau of Alcohol, Tobacco, Firearms and Explosives (ATF) video gone viral, one of several internal “changecasts” from Acting ATF director B. Todd Jones, has got to qualify him for induction into the Gaffe Hall of Fame. In it, he ominously warns ATF employees that those who go outside the “chain of command” to report concerns – such as to Congress, outside inspector generals or the Office of Special Counsel — will suffer “consequences”:

Choices and consequences means simply that if you make poor choices, that if you don’t abide by the rules, that if you don’t respect the chain of command, if you don’t find the appropriate way to raise your concerns to your leadership, there will be consequences because we cannot tolerate, we cannot tolerate an undisciplined organization.
See full transcript at the Washington Guardian.

Continue Reading ATF’s Orwellian Warning to Whistleblowers

By Guest Columnist: Donna Boehme
Principal at Compliance Strategists LLC and editor of the weekly CS Newsflash (and former chief compliance and ethics officer at two leading multinationals)

Holy Wal-Mart Whitewash, Batman!  Without a doubt, the unfolding Wal-Mart bribery scandal in Mexico (coming soon to a business school case study near you) is ripe for “lessons learned”  for governance experts everywhere.   But it is also illuminating to drill down a little further and examine the implications from a whistleblower point of view.   

It’s true that only some of the facts are known so far, revealed in an exhaustive New York Times 8,000+ word investigative report.  But those reported facts are not boding well for the giant retailer.  This we know:  1) in 2005, a whistleblower with intimate knowledge of a Mexican bribery scheme (to secure permits and rapidly expand the market share) sent an email raising the flag to the international general counsel 2) although that international GC strongly recommended an expanded independent investigation, she was overruled (and ultimately resigned) 3) the top GC, CEO and “a small group of executives”  decided to refer the investigation to the very Mexican GC who authorized the bribes in the first place, who then 5) promptly closed the matter with a finding of “nothing to see here”  6) Wal-Mart decided to “self-report” only after learning of the soon-to-be newspaper expose and 7)  none of the execs or legal counsel involved in the handling of the matter have been fired or disciplined,  and a few have even been promoted.   Whew!  

As this tale of corporate whistleblower woe publicly unfolds, what have we learned? Early observations from the whistleblower standpoint:

Continue Reading Wal-Mart. Whistleblower. Whitewash. Talk Amongst Yourselves.

(The First Seven Months of the SEC Dodd Frank Whistleblower Program)

By Guest Columnist: Donna Boehme
Principal at Compliance Strategists LLC and editor of the weekly CS Newsflash

So far, the sky has not fallen. That’s not to say there isn’t some curious weather activity.

Now that the SEC has logged at least seven full months of the Dodd Frank whistleblower program, it’s worth taking a moment for a brief status check on what we have learned so far. To do that we might consider two available clues: a public comment from an SEC official and the fate of a GE whistleblower who is suing the company for retaliation.

First, the SEC. Recently Sean McKessy, head of the new SEC whistleblower program, commented about the 2000 tips returned to date: "I’d be hard pressed to think of one where it was a true insider tip that was not reported to anyone else." That little nugget pretty much validates the results of the National Whistleblowers Center qui tam study that found nearly 90% of qui tam plaintiffs attempted to report their concerns either to their supervisors or compliance departments, before going to the government. This mirrors the anecdotal stories from advocates who say that by the time most whistleblowers come forward, they have already tried to report their concerns internally, not once, but three, four, nine times, and have been kicked in the shins (or far worse) for their troubles.

Continue Reading The Sky Has Not Yet Fallen