More whistleblowers turn directly to the SEC to report complaints of alleged misconduct than to internal reporting systems, reports NAVEX Global. A recent U.S. Supreme Court ruling further encourages this behavior, so it is critical to evaluate a company’s employee whistleblowing program.

NAVEX will present a complimentary webinar on the subject on Tuesday, April 10, 2018, beginning at 10 a.m. Pacific / 1 p.m. Eastern time.

Participants will hear new insights from the 2018 Ethics & Compliance Hotline & Incident Management Benchmark Report. Experts at Baker McKenzie and NAVEX Global have analyzed the data to show you how to assess your program and improve the odds that an employee will report to you first—giving you critical foresight into potential organizational risk.

Presenters will be Carrie Penman, Chief Compliance Officer and Senior VP, NAVEX Global; and Scott Nelson, Partner, Baker McKenzie LLP.

Register for the webinar.

Hunton & Williams LLP has posted an on-demand webinar discussing the Securities and Exchange Commission’s recently released cybersecurity guidance.

For the first time since its last major staff pronouncement on cybersecurity in 2011, the SEC has released new interpretive guidance for public companies that will change the way issuers approach cybersecurity risk, the firm says on its website.

Presenters are partners Lisa Sotto, Aaron Simpson and Scott Kimpel, and senior associate Brittany Bacon. They discuss the new guidance, along with changes in regulatory obligations under EU law with respect to the upcoming GDPR and historical SEC enforcement actions related to cybersecurity.

Watch the on-demand webinar.

Exxon Mobil Corp.’s attempt to derail a multistate fraud investigation into the company’s public comments about climate change flamed out in a New York court, according to wire services, via The Dallas Morning News.

The report says a U.S. district judge in New York on Thursday dismissed Exxon’s lawsuit claiming officials in New York and Massachusetts conspired with environmental groups in planning the securities-fraud probe and made up their minds about its outcome before it started.

Judge Valerie Caproni said in her ruling that Exxon’s tactic of suing in federal courts in New York and Texas to stop the state probes “running roughshod over the adage that the best defense is a good offense.”

Read the Dallas News article.

Bloomberg is reporting that Barclays Plc agreed to pay $2 billion to settle a probe into how it sold the sort of mortgage bonds that fueled the financial crisis, securing a penalty less than half of what U.S. authorities originally demanded.

Reporters Stephen Morris and Gavin Finch explained: “The British lender was the only bank to push back against the size of the settlement demanded by the Justice Department, prompting the prosecutor to file a lawsuit in the waning days of the Obama administration in 2016. The DOJ wanted a fine of about $5 billion, but the bank refused to pay any more than $2 billion, Bloomberg news reported in 2016.”

Two former executives at the bank, Paul Menefee and John Carroll, also settled Thursday and agreed to pay $2 million to resolve claims without admitting wrongdoing.

Read the Bloomberg article.

PilieroMazza has posted an on-demand webinar discussing compliance with new laws requiring or providing a preference for the purchase of goods, products, or materials produced in the United States.

President Trump signed Executive Order 13788 on April 18, 2017, aimed at tougher enforcement of the “Buy American Laws” which are those laws requiring or providing a preference for the purchase of goods, products, or materials produced in the United States. Given the Trump administration’s intent for stricter enforcement of domestic preference requirements, government contractors need to stay abreast of the relevant laws and regulations, such as the Buy American Act  and the Trade Agreement Act, the firm says on its website.

Webinar topics include:

• The general requirements of the BAA and TAA
• The applicability of the requirements and exceptions to their applicability
• Tests for determining a product’s country of origin
• Relevant FAR clauses and certifications
• The potential penalties for non-compliance
• Practical tips and strategies for compliance

Watch the on-demand webinar.

Reuters reports that Supreme Court justices on Tuesday wrestled with Microsoft Corp’s dispute with the U.S. Justice Department over whether prosecutors can force technology companies to hand over data stored overseas, with some signaling support for the government and others urging Congress to pass a law to resolve the issue.

“The case began when Microsoft balked at handing over a criminal suspect’s emails stored in Microsoft computer servers in Dublin in a drug trafficking case. Microsoft challenged whether a domestic warrant covered data stored abroad” according to reporters Lawrence Hurley and Dustin Volz.

Two of the justices, Ruth Bader Ginsburg and Sonia Sotomayor, questioned whether the court needed to act now,  considering the fact that Congress is considering bipartisan legislation that would resolve the legal issue.

Read the Reuters article.

General Electric has announced a shakeup that’s unusual in corporate America, disclosing an overhaul to its board that included the departure of eight directors, the nomination of three new members and an eventual change next year in its independent lead director, The Washington Post reports.

“The announcement, which follows a precipitous fall in its share price in recent months and weeks of troubling headlines for investors, was first discussed by new CEO John Flannery in November and had been expected,” writes reporter Jena McGregor. “If shareholders approve the nominees, the industrial giant will have just 12 directors — far closer to the average size board and 33 percent smaller than the 18-member board it had a year ago.”

She adds that the revamp is an example of the kind “of overhaul advisers on governance and board recruitment say is extremely rare, if well overdue at the embattled company.”

Read the Post article.

The National Association of Corporate Directors has published its 2018 Governance Outlook and made it available for downloading at no charge.

The report provides perspective on the trends, issues, and risks that will command the board’s attention this year.

“Perhaps the biggest challenge for directors right now is deciding where to focus their attention,” the NACD says on its website. “Both risks and opportunities are proliferating at a bewildering pace. How can boards and directors make the most of their limited time?”

The report includes:

• a summary of directors’ priorities from the 2017–2018 NACD Public Company Governance Survey;
• an assessment of the future of risk management from Grant Thornton LLP;
• a look at the forces driving change in board composition and succession;
• an alert to an often-overlooked liability risk: failing to reveal pertinent information;
• new trends in D&O exposures; and
• insight into workforce disruption, cyber-risk reduction, and other risks.

Download the report.

FTI Consulting, Inc. announced findings from its Technology segment’s 12th Advice from Counsel study of e-discovery, information governance (IG), privacy and security trends. The study explores how issues of data security and privacy impact in-house legal teams at Fortune 1000 corporations and reveals the top concerns and emerging best practices across three key and intersecting topics: the General Data Protection Regulation (GDPR), IG and data security and remediation.

“A clear and recurring theme is that in-house legal teams are under greater pressure to meet ever-changing and increasing data-related challenges,” said Chris Zohlen, a managing director in the Technology segment at FTI Consulting and co-author of the study. “This year’s Advice from Counsel study shares their practical advice on a range of topics, from securing executive buy-in to benchmarking against peers or auditing the security practices of service providers.”

Data privacy, security challenges and threats were top priorities for virtually every large organization around the globe. Respondents had dozens of suggestions for proactive ways to address IG and data protection, including addressing the human element and creating a culture of awareness in achieving strong security. While billions of dollars have been spent on technology to strengthen security, several participants said that they do not believe their organizations are safer than they were five years ago, because the human element has not been adequately addressed. Other organizations reported working with outside experts to focus equally on implementing technology solutions and creating a culture of awareness to address continually evolving data privacy and security challenges.

Additional key findings and takeaways in the study include:

• The investment required to ensure GDPR compliance was a top concern among the 80 percent of organizations that confirmed they will be impacted by the regulation. However, they were divided on whether they should wait to see how the regulation will be enforced before acting, vs. working to get ahead of penalties proactively.
• For those evaluating an IG strategy to better protect data, respondents agreed on the importance of seeking outside experts. They repeatedly made clear that data security is an area that is evolving quickly and teams need to work with technical experts to stay apace and handle it effectively.
• The growth of cloud storage and machine learning is making it easier for organizations to identify trends and realize monetary benefits from enterprise data. Finding the right balance between Big Data and over-preserving is a common challenge. Organizations know they are creating and saving too much data, and more than half of respondents reported successfully conducting data remediation projects. Others were hampered by limited resources, lack of engagement from cross-department teams or failure to obtain C-level buy-in to move projects forward.

“In today’s business climate, all organizations are challenged to better protect enterprise data, which is a complicated effort that requires dedicated resources across multiple departments,” said Jake Frazier, Head of the Information Governance, Privacy & Security practice and a senior managing director in the Technology segment at FTI Consulting. “Overcoming the initial barriers of securing buy-in and approval from top company leadership can be overwhelming but will make all the difference in setting projects up for success from the outset. Our clients and the respondents in the Advice from Counsel study have found that working with internal and external partners to conduct data protection assessments, identify priorities and execute a plan custom-built for the company’s risk profile are the most effective steps to address budget issues and the broader landscape of challenges.”

About the study
For the past nine years, FTI Technology has partnered with Ari Kaplan Advisors to publish the annual Advice from Counsel study, a quantitative and qualitative view into e-discovery best practices for corporate counsel. The study was conducted through phone interviews with 30 in-house lawyers at Fortune 1000 corporations with responsibilities that included some aspects of e-discovery and information governance. Of this year’s participants, 79 percent develop and implement e-discovery processes while 89 percent develop and implement information governance processes. Eighty percent of participating organizations had total annual revenues greater than $5 billion and 67 percent had over 10,000 employees. In terms of litigation events over the past 12 months, 33 percent reported managing 100 to 500 litigation events, and 33 percent reported managing more than 500 litigation events.

NAVEX Global will conduct its first-ever online master class when it presents “Addressing & Preventing Sexual Harassment.”

The complimentary, 2.5-hour event, will be Wednesday, Feb. 28, 2018, beginning at 8:30 a.m. Pacific time | 11:30 a.m. Easter time.

“With the onslaught of high-profile sexual harassment allegations and an emerging “speak-up” movement around the globe, it’s evident that ignorance and a blind-eye has plagued our culture for too long,” NAVEX says on its website. “It is imperative—now more than ever—that your organization’s leadership fully understands what defines harassment and how to address it in the workplace.”

Register for the event.

Wolters Kluwer Legal & Regulatory U.S. announced that registration is open for a relevant and timely webinar to provide employers with practical guidance on sexual harassment policies.

The 60-minute webinar, titled “Sexual Harassment Roundtable: Practical Guidance for Employers,” will be Thursday, March 1, 2018, beginning at 1 p.m. EST.

The event will feature experts from law firms in employment and labor law.

Topics will include:

• Why sexual harassment remains a persistent workplace problem
• The types of sexual harassment allegations that can be trickiest for employers
• Pros and cons of using nondisclosure clauses in settlement agreements
• How mandatory arbitration impacts sexual harassment claims
• Best practices for preventing sexual harassment and handling allegations when they do arise

Register for the webinar.

Image by Tony webster

Reuters is reporting that the board of Wynn Resorts has been sued by shareholders, claiming the board knew for years that Steve Wynn, founder and chief executive of the casino operator, had been accused of sexual misconduct and failed to investigate.

Reporter Tom Halls explains:

“The case is a derivative lawsuit, meaning any damages paid by Wynn and the other board members who are named defendants would be paid to Wynn Resorts, not directly to investors.

“The lawsuit filed in Clark County, Nevada, claimed, based on press reports, that “a board representative” was notified of Wynn’s alleged misconduct in 2009 by Wynn’s then-wife Elaine.”

Read the Reuters article.

Jones Day has published a white paper that addresses some of the most prominent Foreign Corrupt Practices Act-related compliance priorities requiring the attention of board members.

Those priorities include ensuring that corporate management is completely committed to compliance efforts, risk assessment, training relative to processes and policies, third-party due diligence, and similar concerns.

“The United States Department of Justice, the U.S. Securities and Exchange Commission, and non-U.S. governments and agencies have recently emphasized their continued commitments to pursuing both corporate and individual violators of the Foreign Corrupt Practices Act,” the firm says in an introduction to the paper. “Given this ongoing emphasis, corporate board members have particularly important roles to play in overseeing compliance and anticorruption programs in place at the companies they serve.”

Read the white paper.

Zapproved has published a report providing insights from a PREX17 summary on meeting the new GDPR rules by May 2018. The summary may be downloaded free of charge.

In May 2018, the General Data Protection Regulation (GDPR) will go into effect, requiring companies that do business in Europe to adjust their strategies for data management. The GDPR standardizes data protection law across the member countries, but it doesn’t specifically address preservation and discovery for U.S. legal proceedings.

The PREX17 session summary, “Data Privacy, the GDPR and Security All in One” explores the practical considerations for this transition with insight from Intel’s Dan Christensen, U.S. Magistrate Judge Elizabeth Laporte and Jeane Thomas, Partner at Crowell & Moring LLP.

It discusses strategies to address:

• Article 30 requirements for detailed record keeping
• U.S vs EU perspectives on cross-border discovery and personal privacy rights
• ISO2l701 certification

Download the summary.

Brian Krzanich
Image by AP Photo/Intel Corporation,Bob Riha, Jr.

Two U.S. lawmakers are calling for an investigation into whether Intel’s chief executive, Brian Krzanich, improperly sold company stock after learning of a serious security flaw in the tech giants’ microchips before it was publicly disclosed, reports The Washington Post.

Intel’s stock price went down after the announcement of the flaw.

Reporter Renae Merle writes: “Intel learned of the security flaw in June and several months later, in late November, Krzanich exercised and sold nearly 900,000 company shares and stock options, making about $24 million, according to Securities and Exchange Commission filings. The sales reduced Krzanich’s holdings in company stock by 50 percent to the minimum number of shares he’s required to own, according to Intel corporate policy.”

Read the Post article.

Salle Yoo, who resigned as general counsel of ride-hailing giant Uber in September, reportedly came up with an idea to foil government raids on the company’s computers: set up a system to wipe the data when the cops come through the door.

Bloomberg, citing three people with knowledge of the system, reports that, between spring 2015 until late 2016, Uber used a system designed to thwart police raids in foreign countries.

When authorities showed up at Uber offices, employees could page a number that alerted specially trained staff at company headquarters in San Francisco.

Citing a raid in Montreal, the report says, “When the call came in, staffers quickly remotely logged off every computer in the Montreal office, making it practically impossible for the authorities to retrieve the company records they’d obtained a warrant to collect. The investigators left without any evidence.”

Read the Bloomberg article.

The former head of a Wells Fargo legal department responsible for employment matters is one of two high-ranking executives who are no longer with the company, reports The Charlotte Observer.

The executive changes are the latest at the top of the bank since a sales scandal broke more than a year ago.

The former legal department group head is Deanna Lindquist. The other former executive mentioned in Deon Roberts’ report is Tracy Kidd, who was head of human resources for Wells’ community banking segment in Charlotte, NC.

Read the Observer article.

On Thursday, Jan. 18, 2018, the experts at NAVEX Global will discuss the challenges of ethics and compliance and offer predictions for 2018’s most pressing compliance issues.

The complimentary webinar will be at 1 p.m. Pacific time/ 1 p.m. Eastern time.

This past year was filled with news headlines that resulted in major legal repercussions for many organizations—causing workplace unrest or wreaking havoc on reputations.

Webinar participants will be able to take a proactive look at their programs and make sure they have a legally defensible strategy that’s prepared for any scenario, NAVEX says in its invitation.

Register for the webinar.

The Society of Corporate Compliance and Ethics has posted a podcast titled “Paul Fiorell on Snitches Get Stitches: Our Feelings About Whistleblowers.”

Fiorelli is Professor of Legal Studies and Co-Director, Cintas Institute for Business Ethics at Xavier University.

“We all admire whistleblowers who call out wrongdoing and help right a wrong, at least we do in the abstract. But, as case after case has shown, whistleblowers are rarely so admired by their peers,” the SCCE says in its introduction to the recording.

Listen to the podcast.

NAVEX Global has compiled an e-book that presents predictions about the top trends and events that will impact ethics and compliance programs in 2018 — along with recommendations for compliance.

The book can be downloaded from the NAVEX site at no charge.

“Business, societal and political events transpired this past year at a pace that left many with a fractured view of the ethics & compliance industry and its expectations,” the company says on its website. “The experts at NAVEX Global and its thought-leadership network discuss these challenges and opportunities based on their experiences with over 12,000 clients to provide well-informed predictions on what’s to come in 2018.”

The e-book covers:

• The top trends and events that will impact your ethics and compliance program in 2018
• How increased awareness and reporting of sexual harassment will affect your program
• The evolving role of the ethics & compliance officer
• How to create a culture of compliance

Download the e-book.