Session 3 - Focus on Civil Society, Private Sector, and the Media

1. Session 3 - Focus on Civil Society, Private Sector, and the Media Roy Snell CCEP, MA Chief Executive Officer Society of Corporate Compliance and Ethics Roy.snell@corporatecompliance.org www.corporatecompliance.org

2. Private Sector Efforts The private sector can become involved in fighting corruption, supporting good governance, and promoting human rights through implementing internal Compliance and Ethics programs. Organizations such as the Society of Corporate Compliance and Ethics can help encourage governments to support and reward the private sector’s compliance and ethics efforts.

3. Broaden Our Efforts • There is tremendous focus on what governments can do to fight corruption and human rights violations. • Often corruption and human rights violations involve more than governments. • Private, public, and nonprofit organizations are involved in corruption and human rights violations. • Compliance and Ethics programs are designed to fight human rights violations and corruption from within private, public and nonprofit organizations.

4. What is a Compliance Program? • Managements commitment to do the right thing • Management steps to make it happen

5. Compliance/Ethics ProgramsHelping organizations meet the expectations of others Compliance Compliance programs are designed to help any organization that wants to comply with the rule of law. Ethics Ethics programs are designed to help any organization’s commitment to achieve a higher standard than the rule of law.

6. Compliance/Ethics Programs • Developed and maintained by a Compliance/Ethics Officer • Designed and implemented internally • Support of the company’s leadership is essential • Must have independence • Must have accountability, responsibility, and authority

7. Components of a Compliance Program • Oversight by Compliance/Ethics Officer • Policy and Procedures • Education and Training • Communication and Reporting • Monitoring and Auditing • Enforcement, Discipline, and Incentives • Investigation, Response, and Prevention • Program Effectiveness Evaluation

8. Compliance/Ethics Officer Professional Code of Ethics Discussion Framework Principle 1 OBLIGATIONS TO THE PUBLIC Compliance professionals should embrace the spirit and the letter of the law governing their employing organization’s conduct, and exemplify the highest ethical standards in their conduct, in order to contribute to the public good. Principle 2 OBLIGATIONS TO THE EMPLOYING ORGANIZATION Compliance professionals should serve their employing organizations with the highest sense of integrity, exercise unprejudiced and unbiased judgment on their behalf, and promote effective compliance programs. Principle 3 OBLIGATIONS TO THE PROFESSION Compliance professionals should strive, through their actions, to uphold the integrity and dignity of the profession, to advance the effectiveness of compliance programs, and to promote professionalism in compliance.

9. Corporate Compliance/Ethics VS. Corporate Responsibility Programs • Corporate Social Responsibility programs focus on issues such as the economic, social, environmental, and human rights imperatives. They attempt to influence change but rarely have the authority to facilitate change. • Corporate Compliance and Ethics Programs focus on the enforcement of laws, rules, regulations and policy. This methodology has the authority to investigate, correct wrongdoing, facilitate discipline, and report to the governing board. • They are often separate departments and often not linked; however, they should collaborate on issues such as human rights.

10. Related Human Rights Compliance Issues • Harassment at Work • Employee Rights • Family Medical Leave Act • Wrongful Termination • Employment Discrimination

11. Multinational Corporations • Organizations with operations in multiple countries face significant challenges because of the differences among countries’ laws and cultures • Compliance/Ethics Officers, through the implementation of Compliance/Ethics programs, can help their organization to identify and resolve these differences

12. Focusing on the Supply Side • Compliance and Ethics programs focus on the supply side of corruption issues. • The Foreign Corrupt Practices Act and OCED focus on addressing the supply side of corruption issues. • There are many other efforts to address the supply side of corruption issues.

13. International Compliance and Ethics Program Efforts • Security and Exchange Board of India • UN Global Compact • Transparency International • Social Accountability 8000 • Group of States Against Corruption (GRECO) • United Kingdom Office of Fair Trade • South African King II Report • United States Sentencing Commission • International Organization for Standardization

14. International Compliance and Ethics Program Efforts - Continued • Hong Kong Stock Exchange • European Union Data Protection Working Party • Australasian Compliance Institute • Society of Corporate Compliance and Ethics • Canadian Ethics Practitioners • If you have others please email them to Roy.snell@corporatecompliance.org We are tying to collect them on www.corporatecompliance.org

15. International Enforcement Efforts • Convention on Combating Bribery - Organization of Economic Cooperation and Development • UN Convention Against Corruption • Autorité des Marchés Financiers – Québec  • Financial Services Authority – UK • Financial Market Authority - Austria • Foreign Corrupt Practices Act – US • Federation of European Security Exchanges

16. International Banking Anti-Corruption Regulatory Role • Inter-American Development Bank • World Bank • European Bank for Reconstruction and Development • Banks are investigating and sanctioning companies involved in corruption, when their own financing is involved

17. Why Support Compliance and Ethics Programs • Efforts to deal with human rights, corruption, and the rule of law are often directed from the outside-in • Outside groups (such as the UN) often identify problems and request change • Change often comes easier if the request for change comes from those who need to change • To comply with laws requiring compliance programs such as Sarbanes Oxley and many requirements of stock exchanges

18. Why Support Compliance and Ethics Programs - Continued • Organizations and governments could implement and support the implementation of Compliance/Ethics programs to find and fix problems • At a minimum, the more people we have finding and fixing problems, the more successful we will be at addressing our concerns

19. Society of Corporate Compliance and Ethics’ Efforts to Help • Sharing of compliance policies, procedures, forms, and presentations • Professional Certification • Education • Conferences • Manuals, books, newsletters • Audio conferences • Compliance effectiveness guidance • Web site: www.corporatecompliance.org • Compliance/Ethics Officer standard of conduct • International Compliance and Ethics Award Banquet

20. SCCE International Compliance Effectiveness (ICE) Index • Designed to recognize countries that are supportive of Compliance and Ethics programs • Based on the countries’ implementation of rules, laws, and policies that reward or encourage the development of Compliance and Ethics programs

21. SCCE Advisory Board Members Include Odell Guyton, JD | Redmond, WA Co-Chair, Society of Corporate Compliance and Ethics Senior Counsel and Director of Compliance, Microsoft Corporation Former Corporate Compliance Officer, University of Pennsylvania Many years experience in complex litigation, corporate internal investigation, legal auditing, federal and state grand jury representation, and federal sentencing guidelines Served in United States Attorney’s Office and Philadelphia District Attorney’s Office Who’s Who in American Law Past President of the Health Care Compliance Association Joseph E. Murphy, JD | Haddonfield, NJ Co-Founder, Integrity Interactive Co-editor, ethikos, a leading corporate compliance and ethics journal More than 25 years experience in organizational compliance Author of Working for Integrity: Finding the Perfect Job in the Rapidly Growing Compliance and Ethics Field Shin Jae Kim | Sao Paulo, Brazil Partner, Tozzini, Freire, Teixerira, E. Silva in Sao Paulo, Brazil, focusing on mergers and acquisitions, corporate law, import/export law, corporate image management, and compliance Postgraduate specialization degree in tax law Member, London Court of International Arbitration – LCAI Member, International Association of Korean Lawyers Member, Brazil–Korea Forum (Brazilian representative) Mollie Painter-Morland, PhD | South Africa Director, University of South Africa Centre for Business & Professional Ethics, Pretoria DePaul University Associate Director, the Institute for Business and Professional Ethics SCCE International Compliance & Ethics Award Fulbright scholar