Board members can protect their companies (and their own reputations) by asking management about root cause identification, compliance with post-settlement government obligations and more.

Regarding internal investigations, the old saying — “Just the facts, ma’am” — hardly scrapes the surface of the board’s responsibility. Boards must also oversee the remediation process and compliance with post-settlement obligations. Vigilant, nonexecutive board member oversight of remediation earns government confidence, leading to optimal settlement terms and avoiding a government-imposed monitor. Being proactive also protects individual board members’ reputations.

This article suggests six key questions boards to ask management, including:

  • What steps did the company take to identify the root causes, including the process, team, and results?
  • How did management determine whether the perpetrators committed other wrongdoings and if others in the company engaged in similar misconduct?
  • How did the company respond to the root cause analysis, and what measures did it take to prevent recurrence?
  • How does the company assess the effectiveness of the remediation measures and enhanced compliance program?
  • What is the process for ensuring compliance with post-settlement government obligations?
  • What steps has management taken to prepare for CEO, CFO and CCO certifications?

Read the full article in Directors and Boards.

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Jonny Frank StoneTurn

Jonny Frank

Jonny Frank brings over 40 years of public and private sector and law and business school teaching experience in forensic investigations, compliance, and risk management. He helps organizations and counsel […]

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