Fall 2015 Issue of Horizons

appropriate to your employees’ respective roles and responsibilities? Does the training include your organization’s agents where necessary and appropriate (i.e. sales partners, distributors, intermediaries, consultants, representatives, contractors, suppliers, etc.)? ∙ Does the organization use due diligence to prevent and detect criminal conduct? Does it know its own employees, partners, agents and suppliers? Is the due diligence documented and evidence maintained? ∙ Has overall and day-to-day responsibility for the program been assigned to high- level and specific individuals? Do they know and understand the content and operation of the compliance and ethics program?

Train on Ethics and FCPA Requirements The training should be at least annually (could be on-line) and specifically cover prohibited payments to government officials. Attendance records must be maintained and all employees should sign indicating they attended the training and understand the requirements. Board Oversight Even companies with stellar accounting systems, a perfect internal control structure and providing appropriate training cannot guarantee avoiding non-compliance with FCPA requirements. Human nature, the local culture and the individual decisions of each of your employees could result in a prohibited payment and unwelcome attention from the U.S. Department of Justice. Therefore, RubinBrown recommends that your Board of Directors or Executive Committee review, in detail, FCPA compliance at least annually. ∙ Does your leadership promote a culture that encourages ethical conduct and a commitment to compliance with the law? Does senior management provide strong, explicit and visible support and commitment to its corporate policy against violations of the anti-corruption laws and its compliance code? ∙ Is there a clearly articulated, visible corporate policy against violations of the FCPA (including its anti-bribery, books and records and internal control provisions) in a written compliance code? ∙ Are compliance standards and procedures communicated through training programs The following questions can be used to facilitate the discussion:

∙ Does the executive responsible for implementing and overseeing the anti-

corruption policies and procedures have direct reporting to “independent monitoring bodies,” such as internal audit, the board of directors or a board committee, as well as have an “adequate level of autonomy from management”?

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