Vanguard Magazine

24 APRIL/MAY 2018 www.vanguardcanada.com Anti-BriBery pliance program, it must fully commit to do so. It is not enough to download an existing program from the Internet, con- duct a search, and replace each instance of the previous company's name. I have seen exactly this practice with a company under investigation which compounded its prob- lem when they forgot to edit the docu- ment and failed to notice that the previous company's name was still present in the document, and they could not provide evi- dence of the operationalisation of the pro- gram. This demonstrated that the target company was not serious about compli- ance and showed a level of negligence that did not bode well for them. Compliance is much more than a paper exercise. Compliance 1.0 is referred in the com- pliance field as the era when a program consisting of boilerplate documented poli- cies and processes, and maybe a person in a compliance role, was deemed enough to satisfy compliance expectations. Subse- quent prosecutions, corruption scandals, very large fines and tarnished reputations have compelled business and thought leaders to take compliance more seriously and apply more rigour to compliance. In the new era of Compliance 2.0, the com- pliance function has been professionalised, is well supported and funded, and the quality, thoroughness and scope of a com- pliance program are well established and documented. The evolution, thorough- ness and professionalisation of compliance are reflected with the development in Oc- tober 2016 of the ISO 37001 Anti-Brib- ery Management System standard. Not every company needs to be ISO certified, but the era of the paper exercise is gone. To be effective, an ABC compliance pro- grams today needs to be robust and meet accepted best practices and/or standards. Business and legal case for compliance A robust compliance program does re- quire time and resources, but does not ne- cessitate the creation of a brand new and expensive entity. Most businesses already conduct business risk assessments and have policies, controls and business processes in place. ABC compliance often simply re- quires a realignment of existing processes and/or the improvement and addition of new elements as required. ABC compli- ance is tailored to the risk profile and the size of the organization, and it improves transparency, accountability, predictabil- ity and clarity. Recognizing that govern- ments and large business providers are increasingly seeking to increase their due diligence and protect their brand, a robust program is now being sought and cred- ited. In today's business environment, a compliance program can also assist a company's secure financing, partnerships, M&A, insurance, EDC and other sup- port. Additionally, the implementation of ABC compliance measures will serve as the foundation to prevent, detect and mitigate other risks – i.e. fraud, collusion, theft, etc. Finally, a well implemented program that imbues an ethical business culture has also been shown to improve productivity, re- tention, onboarding and efficiencies. That is the business case for compliance! Having a robust ABC compliance pro- gram can not only prevent and detect wrongdoings more easily, but when serious wrongdoing is detected, the company will be able to clearly demonstrate to enforce- ment agencies that they did their utmost to prevent it and continuously work to improve their ABC measures. Companies that self- disclose, cooperate in prosecuting individual offenders, and demonstrate the thorough- ness of their compliance measures and their willingness to remediate deficiencies are much more likely to gain credits and even a declination from prosecution in many juris- dictions. This fact will come into play when DPAs are available in Canada and a company seeks to qualify for them. Additionally, being able to demonstrate to the market that the company has a robust compliance program that protects them from legal and reputa- tional risk will likely mitigate the chances of shareholders' civil action. The existence of a robust compliance program and an ethical business culture can not only prevent, detect and mitigate misconduct, but will markedly increase the chances of authorities going after the individual wrongdoers instead of the company itself. That is the legal case for compliance! Having an anti-corruption compliance program does not necessarily mean that a company is ethical Having a robust compliance program is a very important step in mitigating and managing corruption risk, but it will in- variably fail if it is not supported by a corporate culture that not only supports compliance but also promotes integrity and ethical governance. An ethical busi- ness culture is the foundation on which a compliance program succeeds. Organizations cannot control the integ- rity of individuals, but they can certainly influence it. An organization's culture can influence the integrity of all employees. A culture that promotes greed and un- checked profit over ethics, supports unrea- sonable business goals, or rewards success by any means, creates the setting to influ- ence some employees to lose their moral compass and rationalize their wrongdo- While the implementation of an ABC compliance pro- gram does not guarantee business success in bidding for a contract, it provides the foundation to prevent, mitigate and manage corruption related risks.

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