Compliance and Enforcement for Organizations

This publication provides recommended standards and best practices for internal control within public and private entities—especially large, publicly traded corporations—and external control by regulators, prosecutors, and judges. These best practices combine legal and ethical standards, dealing with both externally imposed norms (such as laws and regulations) and internally imposed norms (such as corporate codes of ethics).

The publication addresses not only how laws and regulations are enforced against organizations’ misconduct, but also how organizations can enforce the laws and regulations on themselves through a strong compliance program. Its recommendations provide useful guidance about how organizations should structure their internal-control functions and how regulators and prosecutors should respond to those internal-control activities.

Directed also to the employees and agents of organizations, the publication sets out standards for conduct of employees and agents, as well as the considerations that enforcement officials and judges should consider when deciding on enforcement actions or penalties against employees or agents.

The topics in this publication have emerged as fundamental components of internal controls in organizations, both in the United States and around the world.

Summary of Contents

Part I. General Provisions

  Chapter 1. Definitions

  Chapter 2. Subject Matter, Objectives, and Interpretation

Part II. Compliance

  Chapter 3. Governance
    Topic 1. Governance in Compliance and Risk Management—General
    Topic 2. The Board of Directors—General
    Topic 3. Board of Directors—Committees
    Topic 4. Executive Management
    Topic 5. Internal-Control Officers

  Chapter 4. Compliance Risk Management
    Topic 1. Compliance Risk Management in General
    Topic 2. General Considerations in Compliance Risk Management
    Topic 3. Specific Compliance-Risk-Management Activities

  Chapter 5. Compliance
    Topic 1. The Compliance Function
    Topic 2. Effective Compliance
    Topic 3. Specific Compliance Activities
    Topic 4. Employees, Agents, and Counterparties
    Topic 5. Internal Reporting
    Topic 6. Third-Party Service Providers
    Topic 7. Investigations
    Topic 8. Compliance Beyond the Organization
    Topic 9. Ethics and Social Responsibility
    Topic 10. Special Considerations for International Organizations

Part III. Enforcement

  Chapter 6. Criminal, Civil, and Administrative Enforcement Against Individuals and Companies for Organizational Misconduct
    Topic 1. Definitions
    Topic 2. Principles Common to Enforcement by Prosecutors and Civil and Administrative Enforcement Officials
    Topic 3. Criminal Enforcement Policies for Misconduct by Organizations
    Topic 4. Civil and Administrative Enforcement Policies for Organizations


Index