Director Essentials: Strengthening Compliance and Ethics Oversight

In brief: In light of renewed regulatory focus, directors should consider strengthening their oversight of corporate compliance and ethics programs. New U.S. Department of Justice emphasis on the effectiveness of compliance and ethics programs in preventing, detecting, and mitigating the risk of individual wrongdoing is raising the bar for companies’ compliance efforts. This Director Essentials guide offers an overview of the role of the board in compliance oversight and outlines key questions directors can ask management to assess whether compliance and ethics programs have a real impact on business conduct. The guide will be especially helpful for onboarding new directors and as a resource for board members who wish to refresh their knowledge about core governance topics. 

How boards can use this resource:

• Understand the roles and responsibilities of a director in overseeing compliance and ethics;
• Learn about the specific regulatory guidelines pertaining to corporate compliance and ethics programs;
• Ignite discussions with management on business conduct and specific elements of the corporate compliance and ethics program;
• Assess the effectiveness of corporate compliance and ethics programs.

Most relevant audiences: Audit committee members, lead directors, corporate secretaries, general counsels, chief compliance officers.