Skip to content


Harry Cassin
Publisher and Editor

Andy Spalding
Senior Editor

Jessica Tillipman
Senior Editor

Bill Steinman
Senior Editor

Richard L. Cassin
Editor at Large

Elizabeth K. Spahn
Editor Emeritus

Cody Worthington
Contributing Editor

Julie DiMauro
Contributing Editor

Thomas Fox
Contributing Editor

Marc Alain Bohn
Contributing Editor

Bill Waite
Contributing Editor

Shruti J. Shah
Contributing Editor

Russell A. Stamets
Contributing Editor

Richard Bistrong
Contributing Editor

Eric Carlson
Contributing Editor

The real code of conduct nobody mentions

We’ve been talking about codes of conduct for compliance officers. But let’s face it. At too many companies, the true code is simple: Please Your Boss. The conflict resolution principle is Go Along to Get Along. In practice, at these companies compliance is subservient to the power and prerogatives of top management.

Said another way, compliance is useful only until it conflicts with a career-making, super profitable business strategy. Then compliance is an Inconvenient Truth to be gotten round — and who better to reflect the unethical management culture at Irresponsible Inc than the compliance department itself? COs there know NOT to inquire about the details. If they know too much, they can’t sign off. And if a problem does come up later, they want to be able say they would have opposed the plan, but on the facts given, it looked acceptable.

Or sometimes the head of compliance assigns the weakest, plodding CO to the planning committee. Outnumbered and out gunned, the Clueless CO signs off, providing the head of compliance with cover if things go badly.

Certainly not all companies operate this way. But one of the secrets of the compliance profession is the degraded state of compliance at many companies, including some that are well known. If you’ve worked at a corporate compliance job or have friends who do, you will recognize the situation. Sadly, it’s often heads of compliance at companies like Irresponsible Inc. who rig the outcomes, and the Clueless COs, who move up the ladder past the burned out Compliance Heroes doing the real work and paying the price.

In other words, at some companies, the code is not the SCCE’s but one that’s wrapped entirely in office politics.

Obviously, if you are working at Irresponsible Inc., it’s time to “vote with your feet.” And time for the profession to consider how to challenge the status quo.


Michael Scher is a contributing editor of the FCPA Blog. He has over three decades of experience as a senior compliance officer and attorney for international transactions. He is affiliated with ethiXbase, the owner of the FCPA Blog. He can be contacted here.

Share this post


Comments are closed for this article!