As American as Duck Soup, the Marx Brothers and Stepping In It

I am at the end of my week of Marx Brothers themed posts. As you can tell, I am a huge fan and several of you have asked which is my favorite film. Before answering I must confess that I much prefer their Paramount films to their later MGM work. Their first two films were adaptations of the Broadway shows The Cocoanuts (1929) and Animal Crackers (1930), George S. Kaufman and Morrie Ryskind wrote both. Their third Paramount film, Monkey Business (1931), was their first movie not based on a stage production, and the only one in which Harpo’s voice is heard (singing tenor from inside a barrel in the opening scene). Number four was Horse Feathers (1932), where they brothers satirized the American college system and Prohibition, the amateur status of college football players, and placed them the cover of Time.

But for me it is their final Paramount film, Duck Soup (1933), which was their greatest and my personal favorite. It was directed by the highly regarded Leo McCarey, is the highest rated of the five Marx Brothers films on the American Film Institute’s top 100 years … 100 Movies list. It had slapstick, singing and dancing, atrocious puns and just about every other form of top-notch comedy one can ask for in a movie. The absurdity of the film and the nature of the Marx Brothers comedy seems to me to be summed up in a dispute the film sparked between the Brothers and the village of Fredonia, New York. “Freedonia” was the name of a fictional country of which Groucho was the President and the city fathers wrote to Paramount and asked the studio to remove all references to Freedonia because “it is hurting our town’s image”. Groucho fired back a sarcastic retort asking them to change the name of their town, because “it’s hurting our picture.”

I thought about this comedic phenomenon when I read several articles about JP Morgan Chief Executive Officer (CEO) Jamie Dimon and his whining about how tough regulators have been on him and his poor little bank. An article in the Financial Times (FT) Lex Column, entitled “JPMorgan: comic relief”, said, “A rule of thumb for JPMorgan earnings: the more entertaining chief executive Jamie Dimon is on the conference call, the limper the results. Yesterday, he riffed on [among other things]: what is un-American (the bank being chased by many regulatory bodies rather than just one)”. This was in the face of a report in another FT article by Tom Braithwaite, entitled “High quality global journalism requires investment”, that the bank “said its earnings have been hit by $1.1bn in new legal charges, as it prepares to settle over allegations of foreign exchange manipulation with the Department of Justice. This latest sum takes the total legal charges disclosed by the US’s largest bank since 2010 to more than $25bn, or more than a year’s profits. “Banks are under assault,” said Jamie Dimon, chief executive, as he reported fourth-quarter results on Wednesday.”

Dimon’s seeming insistence that banks following laws is un-American and the attendant cost of doing business in compliance with relevant anti-money laundering (AML) laws still seems to bedevil a fellow mega-bank, HSBC Holdings PLC, which paid a paltry fine of $1.9 billion (paltry that is next to JPMorgan) for its transgressions and violations of that un-American prohibition against money-laundering. In an article in the Wall Street Journal (WSJ) Rachel Louise Ensign and Max Colchester reported that after a two-year monitorship, the independent monitor will issue a report that “will criticize the bank and lay out ways it needs to improve.” This is in the face of the 2014 monitor’s report that HSBC “information-technology systems still lacked ‘integration, coordination and standardization’ and recommending that senior executives have their bonuses docked absent progress.” The monitor also said that “Throwing bodies at it and putting your finger in the dike-that’s not a sustainable system.”

What has been HSBC’s response to this news? Apparently with the same whining as Dimon but rather than focus on the fact they have to follow laws, HSBC focused on the actual doing of compliance. The article said that the new Chief Compliance Officer (CCO) Joe Evan, a former Drug Enforcement Administration official, “surprised some colleagues by spitting tobacco juice into a cup while in the office”; perhaps they are just anti-tobacco. However even such simple messaging techniques as screen savers with the AML reminders to “Ask The Right Question” have been derided at HSBC. Even the head of the bank’s AML compliance was quoted as having said “But money laundering happens in financial institutions. How do you reconcile appetite with reality?”

Now contrast this incessant whining with the recent change in tactics by one of the few remaining financial meltdown enforcement actions left, that being the Department of Justice’s (DOJ) case against Standard & Poor (S&P). In an article in the New York Times (NYT), entitled, “S.&P. Nears Settlement With Justice Over Crisis”, Ben Protess reported that S&P has been accused by the DOJ “of awarding inflated credit rating to mortgage investments that spurred the financial crisis”. S&P initially had aggressively fought the lawsuit, Protess noted, and attacked the government case in the press. S&P had hired noted First Amendment lawyer Floyd Abrams to go on television to claim to link “the federal investigation to S.&P.’s decision in 2011 to cut the United States credit rating below the top grade of triple A.” Unfortunately for S&P they could not prove that defense, even after extensive discovery on the issue. But their tune has recently changed, “After S.&P. mounted a two-year campaign to defeat civil fraud charges — portraying them as retaliation for cutting the credit rating of the United States — the ratings agency is now negotiating with the Justice Department to settle the case, according to people briefed on the matter.”

But the real problem for S&P is that they could have settled two years ago, before suit was filed. Protess said, “The government offered S.&P. roughly the same settlement size, $1 billion plus, before filing suit two years ago. If S.&P. had embraced that offer, instead of fighting accusations that it abused its role as a rating agency, it could have walked away without accumulating tens of millions of dollars in legal fees.” Moreover, by not settling pre-suit, S&P has subjected itself to the new reality of settling suits with an admission of liability, never good for those pesky follow-on shareholder actions. Further, “more than a dozen state attorneys general are demanding that S.&P. pay more than $1 billion to settle the case, the people briefed on the matter said, a penalty large enough to wipe out the rating agency’s entire operating profit for a year.”

Are banks and rating entities inherently arrogant or do they simply face that age-old foe that many people face today, dog excrement? As Dimon said in his earnings call, and was quoted in the FT’s Lex Column, sometimes “even JP Morgan will step into it on occasion”.

If you want to avoid stepping in it this weekend, I suggest you settle in and watch some old Marx Brothers movies.

This publication contains general information only and is based on the experiences and research of the author. The author is not, by means of this publication, rendering business, legal advice, or other professional advice or services. This publication is not a substitute for such legal advice or services, nor should it be used as a basis for any decision or action that may affect your business. Before making any decision or taking any action that may affect your business, you should consult a qualified legal advisor. The author, his affiliates, and related entities shall not be responsible for any loss sustained by any person or entity that relies on this publication. The Author gives his permission to link, post, distribute, or reference this article for any lawful purpose, provided attribution is made to the author. The author can be reached at tfox@tfoxlaw.com.

© Thomas R. Fox, 2015

The Marx Brothers Mirror Scene: Absurdity and Comments by a SEC Commissioner

I continue my Marx Brothers’ themed week by today looking at what I and many others believe to be their most cherished routine: the Mirror Scene. Danny Leigh, in his article in the Financial Times (FT), entitled “Souped-up comedy”, wrote, “The set-up is deathlessly simple. Fredonia’s President, Groucho in nightgown and cap finds Harpo, a spy from neighboring Sylvania, in his bedroom. They chase each other down some stairs and face off in front of each other, dressed identically. Harpo, the spy and intruder pretends to be Groucho’s reflection, and the two brothers spend the next three minutes locked in a mad dance of mimicry. The result is flawless, the kind of ecstatic comedy in which the world outside the cinema simply falls away. Variations on the skit had been performed by others before but the brothers raised it to undreamt absurdist heights, claiming it for ever as their own.” So you have Pinky (Harpo), dressed as Firefly (Groucho), pretending to be Firefly’s reflection in a missing mirror, matching his every move—including absurd ones that begin out of sight—to near perfection. In one particularly surreal moment, the two men swap positions, and thus the idea of which is a reflection of the other. The scene is absolutely silent until Chicolini (Chico), also disguised as Firefly, enters the scene and collides with both of them and sound resumes.

Although its appearance in Duck Soup is the best-known instance, the concept of the mirror scene did not originate in this film. Max Linder included it in Seven Years Bad Luck (1921), where a man’s servants have accidentally broken a mirror and attempt to hide the fact by imitating his actions in the mirror’s frame. Charlie Chaplin used a similar joke in The Floorwalker (1916), though it didn’t involve a mirror. This scene has been recreated many times from entertainment as diverse as Bugs Bunny cartoons, to the televisions series Gilligan’s Island and even in a The X-Files episode. Harpo himself did a reprise of this scene, dressed in his usual costume, with Lucille Ball also donning the fright wig and trench coat, in the I Love Lucy episode “Lucy and Harpo Marx”.

I find it to be absurdist comedy at its ultimate height. To this day, I almost cry I laugh so hard when I see that scene. While you may not find it quite as funny as I did, most probably one thing you will also not find funny is an ongoing debate in both academia and in legal circles involving a question on corporate governance as reported in the New York Times (NYT) in the Dealbook column by Andrew Ross Sorkin, in an article entitled “An Unusual Boardroom Battle, in Academia”. The question staggered elections of corporate board members or whether the entire slate of Board members be elected, up or down, each year.

On the side of full Board, up or down voting is Professor Lucian A. Bebchuk, a Harvard Law School professor who has long researched corporate governance issues and has been an outspoken advocate for increased democracy in corporate America’s boardrooms and his group, the Harvard’s Shareholder Rights Project. Professor Bebchuk believes staggered election of Board members “silences shareholders, entrenches management and makes it less likely that suitors or activists will emerge, depressing valuations.”

On the other side of the dispute are Daniel M. Gallagher, a member of the Securities and Exchange Commission (SEC), and Joseph A. Grundfest, a professor at Stanford Law School and a former SEC commissioner, who co-authored a paper entitled “Did Harvard Violate Federal Securities Law? The Campaign Against Classified Boards of Directors.” The paper is in opposition to Bebchuk’s position. Sorkin observed that “Mr. Gallagher and Mr. Grundfest suggest that companies are dropping their staggered board structures — and shareholders are voting to eliminate them — based, in part, on faulty research by Harvard’s Shareholder Rights Project. Worse.” But here is the kicker and what moves this rather arcane academic debate into the realm of the absurd. “They suggest, Mr. Bebchuk’s project committed fraud by not fully disclosing the extent of contradictory research, which they say is a “material omission” by S.E.C. standards.” Yes sports fans, a sitting SEC commissioner suggested in writing that Harvard had engaged in a securities law violation.

As Sorkin noted, “there’s the fundamental issue of whether a sitting member of the S.E.C. should be writing such an incendiary paper in the first place.” Sorkin quoted an email comment made by Professor Robert J. Jackson Jr., from Columbia Law School. Jackson wrote to Sorkin in an email “All should agree that it is wildly inappropriate for a sitting S.E.C. commissioner to issue a law review paper accusing a private party of violating federal securities law without any investigation or due process of any kind. This is a striking, and as far as I know unprecedented, departure from longstanding S.E.C. practice.” Jackson went on to say “Imagine if a sitting S.E.C. commissioner wrote a law review article accusing Goldman Sachs of violating federal law without any S.E.C. investigation of the matter — Goldman and their counsel would quite rightly be outraged.”

Near the end of his article, Sorkin stated, “There are many opposing views on the paper. But here’s one way to think about it: It was a bad precedent for Mr. Gallagher to involve himself in a paper that raises the possibility of fraud in the field he regulates without the due process of a legal complaint. Mr. Grundfest could have written this provocative paper on his own, though it might not have attracted the same amount of attention within the industry.”

I would ask you to imagine if any of the Department of Justice (DOJ) attorneys who work in the Foreign Corrupt Practices Act (FCPA) area were to write an article, law review or other, that said not only is an entity’s position on interpretation of the FCPA wrong, its interpretation in practice is a FCPA violation. Do you think such corporation or entity would feel like they would get a fair shake from such prosecutors? Think any bias might exist going forward? While I have been one of the loudest advocates for the DOJ making more information on its FCPA declinations more public, SEC Commissioner Gallagher’s paper, demonstrates a very good reason for the DOJ not making any such information public: i.e. due process and fairness. Just as bad facts can certainly lead to bad law, this action by a sitting SEC Commissioner to even imply that an entity violated US Securities Laws in an article is not a road that we want to begin to go down.

For a clip of the famous Mirror Scene, click here.

This publication contains general information only and is based on the experiences and research of the author. The author is not, by means of this publication, rendering business, legal advice, or other professional advice or services. This publication is not a substitute for such legal advice or services, nor should it be used as a basis for any decision or action that may affect your business. Before making any decision or taking any action that may affect your business, you should consult a qualified legal advisor. The author, his affiliates, and related entities shall not be responsible for any loss sustained by any person or entity that relies on this publication. The Author gives his permission to link, post, distribute, or reference this article for any lawful purpose, provided attribution is made to the author. The author can be reached at tfox@tfoxlaw.com.

© Thomas R. Fox, 2015

Marx Brothers Compliance Week Continues – The Stateroom Scene and High-Risk

I continue my exploration of the Marx Brothers’ movies by looking at the famous Stateroom scene from the MGM release A Night at the Opera. In researching this I was somewhat stunned to find that the scene was written and developed with the Brothers by that silent comedy great Buster Keaton, who was at the time a gag writer for MGM. Talk about provenance for a scene, one of the greatest purveyors of gags (Keaton) writing for three of the greatest screen comedians, the Brothers Marx.

The scene starts with Driftwood discovering that Fiorello, Tomasso, and Baroni snuck onto the boat by stowing away in his steamer trunk. Fiorello and Tomasso have to hide out in the room while parades of people walk in to use the cabin or to carry out their duties. Crammed into this little space at the end of the scene are Driftwood, Fiorello, Tomasso, Baroni, two cleaning ladies who make up the bed, a manicurist, a ship’s engineer and his assistant, a girl looking for her aunt, a maid (“I come to mop up.” “You’ll have to start on the ceiling.”), and four waiters with trays of food (prompting Driftwood’s classic line: “Is it my imagination, or is it getting crowded in here?”). Eventually there are 15 people in Driftwood’s tiny cabin. The mass of humanity tumble out into the hallway when Mrs. Claypool opens the door. I particularly like the way they sped up the film for the dénouement.

I thought about the Stateroom scene in the context of an article in the New York Times Magazine, entitled “The Wreck of the Kulluk”, and an article in the New York Times (NYT) by Joe Nocera, entitled “The Moral of the Kulluk.” The Magazine piece was an except from Of Ice and Men to be published later this month by Deca, authored by McKenzie Funk. In his longform piece he detailed the miss-steps that led to the grounding and sinking of the Shell Oil Company drill rig Kulluk after an unsuccessful attempt to drill for oil in the Artic Ocean. It was a tale of greed, high-risk drilling for oil and the attendant potential for a high reward and, at the end of the day, safety and engineering shortcuts that cost Shell the loss of the drill rig and the end of the potential of Artic drilling for the foreseeable future. The tale itself if riveting but for the Chief Compliance Officer (CCO) or compliance practitioner it had many key elements which should be considered for an anti-corruption compliance program under the Foreign Corrupt Practices Act (FCPA), UK Bribery Act or other anti-bribery laws.

The US Geological Service had estimated that the Artic held “nearly a quarter of the world’s undiscovered petroleum.” Moreover, when Shell put its plan in place, it was reeling from an accounting scandal. Funk said that the purchase of the Kulluk and drilling for oil in the Artic “was important not because Shell needed oil in 2005. The company had plenty of oil. It was important because Shell had spent the previous year engulfed in a scandal involving what are known as proved reserves”. This meant that “Shell still had to show to investors that it’s long-term future was as bright as it once looked”, i.e. before the accounting scandal.

For an energy production company such as Shell, drilling in the Artic Ocean is about the most difficult place left on earth in which to try and drill. In 2012, Shell was the world’s largest corporation and clearly thought it was up to the task. Funk wrote, “It was on track to spend $6 billion preparing for Arctic Alaska, and that March the Obama administration approved exploratory drilling. The task that remained was not to tame the frontier so much as to bring it within reach, to bind Arctic Alaska to the rest of the world. Shell imagined a future of new ports, new airports and permanent rigs.”

The journey of the Kulluk up to the Artic Sea was delayed and had several problems that would later haunt the drill rig. However, Shell was able to claim a victory as it actually began drilling in October 2012, but then shortly had to depart due to unanticipated ice floes threatening the drill rig. The Kulluk began the long tow out from the Artic Sea to its homeport in Seattle. However the boat towing it was so badly damaged it had to break off the tow. Shell then made the fateful decision not to leave the Kulluk in port in Dutch Harbor, because as Funk noted “If the Kulluk was in an Alaskan port on New Year’s Day, [Shell] executives believed, it would be subject to a state oil-facilities tax of as much as $6 million. In late December, a spokesman confirmed Shell’s fears in an email to a longtime reporter at a local newspaper, The Dutch Harbor Fisherman, writing, “It’s fair to say the current tax structure related to vessels of this type influenced the timing of our departure.””

This fateful decision, not to spend the winter in Dutch Harbor, Alaska, led to the beaching of the drill rig after it had broken free from its tow cables in stormy weather and hit the Alaskan coast. Funk concluded, “In the early hours of New Year’s Day [2013], the Coast Guard flew over the wreck. In aerial photos published around the world, the rig was dwarfed by the auburn, grass-covered hills of the uninhabited island where it had finally come to a rest.”

In his article Nocera wrote of some of the highlights he took away from Funk’s piece. He said, “Despite spending $6 billion preparing to explore for oil in this remote part of the world, it didn’t plan adequately, and it cut too many corners. According to the Coast Guard, which investigated the Kulluk disaster, not only had Shell’s risk management been “inadequate,” but there also had been a significant number of “potential violations of law and regulations.”” Nocera identified three key risk factors that were not managed. First was the weather. The second is the US government’s (or any government’s) ability to regulate such a high-risk venture.

Just as there were too many people in the Marx Brothers’ Stateroom, sometimes the risk is so high that a company cannot operate safely. The same is true in compliance. Sometimes a company cannot do business within the parameters of the FCPA. In such a case, a CCO needs to speak up and say so. Mike Volkov, the Two Tough Cookies and Donna Boehme oft-times tell us that part of the job of a compliance practitioner is to say No when it needs to be said. Joe Nocera certainly is not against oil companies drilling in inhospitable locations or their making money. Yet he concluded the lesson in the story of the Kulluk disaster is oil companies are not in position to drill for oil in the Artic safely. It is simply too risky. If a deal is so high-risk, the chances of completing it without engaging in conduct which violates the FCPA cannot be reasonably assured, it is time for compliance to step up and say No. If Shell had understood and managed its risk more prudently, it would not be out $6bn in losses from the Kulluk disaster.

For a YouTube clip of the Stateroom scene, click here.

This publication contains general information only and is based on the experiences and research of the author. The author is not, by means of this publication, rendering business, legal advice, or other professional advice or services. This publication is not a substitute for such legal advice or services, nor should it be used as a basis for any decision or action that may affect your business. Before making any decision or taking any action that may affect your business, you should consult a qualified legal advisor. The author, his affiliates, and related entities shall not be responsible for any loss sustained by any person or entity that relies on this publication. The Author gives his permission to link, post, distribute, or reference this article for any lawful purpose, provided attribution is made to the author. The author can be reached at tfox@tfoxlaw.com.

Get Your Tootsie-Frootsie Ice Cream; Hiring as Part of Your Compliance Program

One of my great loves is the Marx Brothers. I fell in love with their rapid-fire wiseacre remarks as a teenager and have been enthralled with them since then. I have seen all of their movies, most of their television appearances and even read some of their radio scripts. I was reminded of the their unique brand of comedy and contribution to the great good when I read an article in the Financial Times (FT) by Danny Leigh, entitled “Souped-up comedy”. Leigh wrote the article around the British Film Institute’s (BFI) 2015 season, which includes a year-long retrospective of Marx Brothers movies. To honor both the BFI and my beloved Marx Brothers, this week, I am featuring series of Marx Brothers themed blog posts.

Today, I want to look at what many believe is one of their funniest skits, which comes from the MGM-released movie A Day at the Races, the “Tootsie-Frootsie” Ice Cream/Code Book scene. Tony (Chico) poses as an ice-cream vendor outside the racetrack – he is actually a con artist selling racing tips on horses. He knows that in the next race, he can win with 10-1 odds with a bet on Sun-Up, but he needs the cash. So he sets up the scam as gullible victim Dr. Hackenbush (Groucho) arrives at the racetrack to bet two dollars on Sun-Up. Hackenbush is advised by Tony to bet on Rosie, a 40-1 shot. At the betting window, Hackenbush bets two dollars on Rosie, but the bookie tells him the race is already over – Sun-Up was the winner. Hackenbush realizes he has been taken. He thinks for a moment, then dumps the books back in the cart and takes the scammer’s place waiting for a victim, crying: ”Get your Tootsie-Frootsie. Nice ice cream. Nice Tootsie-Frootsie ice cream.”

I thought about the Tootsie-Frootsie ice cream scene in the context of hiring and Foreign Corrupt Practices Act (FCPA) compliance. One of the theories of conventional wisdom about anti-corruption compliance is that you will never be able to reach 5% of your workforce with compliance training because they are predisposed to lie, cheat and steal anyway. Whether they are simply sociopaths, scumbags or just bad people; it really does not matter. No amount of training is going to convince them to follow the rules, such as the FCPA, UK Bribery Act or even foreign domestic laws against bribery and corruption, consider the Chinese domestic laws that GlaxoSmithKline PLC (GSK) was convicted under, they were of no import to such people. They do not think such laws apply to them and they will lie, cheat and steal no matter what industry they are in and what training you provide to them. But knowing such people exist and they may be able to lie, con or otherwise dissimilate their way into your organization does not protect your company from FCPA liability when they inevitably violate the law by engaging in bribery and corruption. It is still the responsibility of your company to prevent and detect such conduct and then remediate if it occurs. Simply put, if you hire Chico, you are going to get a Tootsie-Frootsie ice cream.

I thought about these concepts when reading an article in the Corner Office column of the New York Times (NYT), entitled “Three Keys to Hiring: Skill, Will and Fit”, by Adam Bryant where he reported on an interview with Marla Malcolm Beck, the Chief Executive Officer (CEO) of Bluemercury. She had several lessons that I thought would be helpful for Chief Compliance Officer (CCO) or compliance practitioner in general and in particular when trying to have your company avoid bringing in the five per-center mentioned above.

Be Passionate

Beck related an early leadership lesson that she learned during college, she ran unopposed to be President of a student organization. Since she was unopposed, she ran no campaign but did not receive a majority of votes and therefore was not elected to the position. So she tried to learn from her mistakes, “In the second election, someone ran against me, but I had interviewed a lot of people about why I didn’t get the position the first time, and they said I wasn’t human enough, I wasn’t passionate enough. So I talked more about the mission and my dreams for the organization, and I think people respected me for getting up there again, and I got most of the votes.” For the compliance practitioner or CCO, I think the message here is both communication and passion. If you do not believe in the anti-corruption compliance regime that you are pushing, it will be nearly impossible for the rest of your far-flung corporate work force to believe in it. Talk about compliance and the positive aspects of your program for your company. If you sit in your office, situated as Dr. No in the Land of NO, you and your program will get NOwhere fast.

Problem Solving

Another valuable lesson that Beck related was one she learned early on in her entrepreneurial career and it related to problem solving. She said, “Early on, I kept a lot of the hard problems to myself. Not only did that put more pressure on me, but also people can start working on the wrong things, and you have no way to course-correct if you don’t give them the “why.” I don’t think I was brave enough early on, and I’m more brave now about not keeping things to myself — things that are working, things that are not working, and just being more fluid with communication. I still catch myself now when I’m asking people to do things, and I have to go back to why it’s important and why we need to do this as a company.”

As a CCO or compliance practitioner, you will never have enough time to answer every question, nor should you. If you can provide your employee base the tools to make the right call, I think you will find most of the time they will. In a compliance leadership role, you should have two overriding goals: (1) burn compliance into the DNA of your company deeply enough that the business folks will come up with the right response almost all the time, and (2) be there when they cannot do so. Beck’s query of “why it’s important and why we need to do this as a company.”

The Hiring Process

I found Beck’s remarks on hiring the most interesting. I have long argued that Human Resources (HR) is a key component in any best practices anti-corruption compliance program. This is particularly true in hiring and promotion of employees to senior management. Avoiding the hiring or promotion of the sociopaths, or even the Chico’s of the world, is a key tool that HR brings to the table. Beck’s approach is to take a short interview technique in which she attempts to assess, Skill, Will and Fit. She said, “I’ll ask, “What’s the biggest impact you had at your past organization?” It’s important that someone takes ownership of a project that they did, and you can tell based on how they talk about it whether they did it or whether it was just something that was going on at the organization. Will is about hunger, so I’ll ask, “What do you want to do in five or 10 years?” That tells you a lot about their aspirations and creativity. If you’re hungry to get somewhere, that means you want to learn. And if you want to learn, you can do any job. In terms of fit, I’m looking for people who have some sort of experience with a smaller company. At big companies, your job is really one little piece of the pie. I need someone who can make things happen and is comfortable with ambiguity.”

Through such a structured series of questions, a properly trained HR professional can begin to assess whether an employee might have a propensity to engage in bribery and corruption. By adding information about your company’s values towards doing business ethically and in compliance, you can introduce this topic at either the interview evaluating process or in the promotion process. While true sociopaths will most certainly lie to you, perhaps even convincingly, by introducing the topic at such a pre-employment stage, they may be encouraged to take their skills elsewhere. Or you can just get your Tootsie-Frootsie ice cream.

For a clip of the Get Your Tootsie-Frootsie Ice Cream scene on YouTube, click here.

This publication contains general information only and is based on the experiences and research of the author. The author is not, by means of this publication, rendering business, legal advice, or other professional advice or services. This publication is not a substitute for such legal advice or services, nor should it be used as a basis for any decision or action that may affect your business. Before making any decision or taking any action that may affect your business, you should consult a qualified legal advisor. The author, his affiliates, and related entities shall not be responsible for any loss sustained by any person or entity that relies on this publication. The Author gives his permission to link, post, distribute, or reference this article for any lawful purpose, provided attribution is made to the author. The author can be reached at tfox@tfoxlaw.com.

© Thomas R. Fox, 2015