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Kristy Grant-Hart: Is ISO 37001 the next frontier for shareholder activism?

Last week I received a call from a multinational company concerned about activist shareholders targeting them for not yet achieving ISO 37001 Anti-Bribery certification.

The caller explained that the shareholders expect the company to prove that it’s serious about its anti-bribery efforts in a confirmable way.

Shareholder activism is the latest frontier in the anti-bribery movement, and shareholders want assurance that their investment is safe from the reputational damage, fines and reduced share price that regularly come with a corruption scandal.

The company’s concern makes sense. 

Since the Shareholder Spring of 2012, we’ve seen a steep rise in shareholder activism. Whether it’s Nestle with the #TraffikFree campaign forcing them to source sustainable cocoa or Uber’s board being bombarded for allegations within the company of sexual harassment and a hostile working environment, shareholder activism is everywhere. 

Scholars and practitioners scour the 10-Ks of corporations and report bribery allegations and investigations when they become public.  Share prices can tumble in response to these admissions, even when the investigation ultimately exonerates the company.

Corporations and CEOs are under more scrutiny to ensure their anti-bribery compliance programs meet regulatory expectations and that they have an ethical corporate culture. reported on a survey by the Strategy arm of PwC’s consulting practice that found “the number of CEOs who had to leave for ethical misconduct has risen sharply in the last five years, both globally and in the three major regions where the 2500 largest listed companies are located — North America, Western Europe and the BRIC Countries (Brazil, Russia, India and China).”

The study found that the firings of these CEOs for misconduct were motivated by “pressure from key stakeholders and the wider public, both of whom have become increasingly critical.” 

The leader of PwC’s Strategy organization and leadership practice, Per-Ola Karlsson, noted that CEOs are being held to a “far higher level of accountability for ethical lapses in the past.”  This is driven by “board of directors, investors, governments, customers and the media.”

The rise of digital communications and lightning-fast scandal-sharing has made the court of public opinion ever more important. Shareholders and plaintiff’s lawyers are standing at the ready to hold companies, boards, and CEOs liable for bribery and ethical misconduct.

This brings us back to ISO 37001. 

No certification or compliance program can completely eradicate the risk of bribery. But a great, documented anti-bribery program that has met the rigorous standards of ISO 37001 certification is the best public confirmation that a company has truly invested in its anti-bribery program. 

It’s wise for boards, the C-suite and management to pay attention — shareholders are watching with high expectations.


Kristy Grant-Hart the CEO of Spark Compliance Consulting and author of the book How to be a Wildly Effective Compliance Officer. She is an adjunct professor at Delaware School of Law, Widener University, teaching Global Compliance and Ethics.  She can be found at, @KristyGrantHart and emailed here.

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  1. Interesting and thoughtful piece Kristy presents, in the evolution of global anti-bribery; in that activists may begin placing pressure on boards and C-suites to demonstrate their commitment to anti-bribery. As Chief Compliance Officer at CPA Global, I saw a dramatic increase in the number of name brand (Fortune 500) clients that wanted responses to specific questions regarding our anti-bribery practices. Often they required a specific response that was not already in written form, ready to roll. But every one could be have been satisfied through an ISO 37001 certification. Private equity group Civnen, CPA Global's majority stock holder was already in the habit of requesting updates and key provisions of our anti-bribery program for their annual report; so when I presented them the opportunity to include the ISO 37001 certification as a means of providing greater assurance to their investors of CPA Global's anti-bribery commitment; they readily agreed to seek out the certification. Seems like it may be time as Kristy wrote, for boards and C-Levels to pay attention.

  2. The certification for a Compliance Program is a very interesting movement to fight corruption. Big companies could demand the cetificate for its suppliers and this would be the best manner to spread the culture.
    But, the certification bodies should be prepared to assess the effectiveness of the processes and not only if something exists. Furthermore, the Compliance Program has to meet other requirements beyond the ISO 37.001, such as money laundering, antitrust, harassment, fraud, books and records, etc., and should focus to ethics and integrity and not only bribery.

  3. I see the emergence of ISO 37001 as a first – a global, multilateral approach directly and extensively involving corporate compliance & ethics practitioners and companies during the development process. This is a plus: now, the next step is the emergence of a collection of accredited certifiers, but perhaps there is a bit of the chicken and egg problem: until there are more accredited certifiers, there will be relatively few applicants (but thank you to Alstom, Microsoft, Wal-Mart leading the way), but until there is additional stated interest by applicant entities, there will be a paucity of accredited certifiers. How to solve?

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