Recently, and without the fanfare that often accompanies new policy guidance regarding corporate fraud, the Fraud Section of the Department of Justice posted a document on its website entitled Evaluation of Corporate Compliance Programs (the Compliance Guidance). The stated purpose of the Compliance Guidance is to provide sample questions that the Fraud Section has frequently found relevant in evaluating a corporate compliance program.
The Compliance Guidance outlines eleven broad sample topics and questions in a checklist format. No topic or question is particularly novel or breaks new ground. But whenever the Department of Justice issues written guidance to corporations regarding how it will approach evaluation of corporate criminal conduct and remediation, boards of directors and their respective companies should take careful note.
The following sample topics are enumerated in the Compliance Guidance:*Analysis and remediation of underlying conduct.
*Role of senior and middle management.
*Compliance autonomy and resources.
*Strength or weakness of existing policies and procedures.
*Training and communication.
*Confidential reporting and investigation.
*Incentives and disciplinary measures.
*Continuous improvement, periodic testing and review.
*Third party management.
*Mergers and acquisitions.
See a full discussion of the Compliance Guidancehere.