FCPA Compliance and Ethics Blog

March 10, 2014

Compliance Leadership Lessons from Captain Kirk

Captain KirkAs readers of this blog know, I am an über Star Trek maven. Last week, in Episode 41 of  my podcast, the FCPA Compliance and Ethics Report,  I visited with John Champion, one of the co-hosts of the Mission Log podcast. Mission Log will eventually review all of the Star Trek television episodes and movie franchise entries. John and his co-host Ken Ray began their journey summer of 2012 and have managed to get through all 79 episodes of the original Star Trek television series. They will next turn to the Star Trek movies, the animated television series, then to Star Trek – The Next Generation and on down the line of the world built by Gene Roddenberry.

I met John at the NMX Annual Conference earlier this year. I heard him talking about his podcast and checked it out. I also asked him if I could interview him for my podcast, specifically on the leadership lessons that a compliance practitioner might draw from the original captain of the Enterprise, James T. Kirk. John graciously took time out of busy schedule to visit with me on leadership, Star Trek and his podcast, Mission Log.

Champion views the leadership style of Captain Kirk as one that greatly depends on the inputs from the group that surrounds him; specifically Lt. Commander Spock and the ship’s physician, Dr. Leonard McCoy (Bones). In other words, his senior management team. More insightfully, Champion noted that it is the interplay of these three characters, Kirk, Spock and McCoy that not only makes the television series work so well but it also informs what he termed the “leadership psyche” of ethos, pathos and logos.

In the Greek world, these three were believed to be the key to successful leadership. Ethos is the Greek word for ‘character’. Through ethos, a leader stands as an authority figure, through credibility, competence and/or special expertise. Pathos is the Greek word for both ‘suffering’ and ‘experience’. It is generally recognized as the more compassionate side of humanity. Logos generally refers to the more rational side of humans. The best definition I have found for logos is on the site, PathosEthosLogos.com, which says that “Logos is the Greek word for “word,” however the true definition goes beyond that, and can be most closely described as that by which the inward thought is expressed and the inward thought itself”.

In the original Star Trek all three of these traits are identified in one character. Kirk, the ship’s captain, is the authoritarian figure. Spock, the half-human, half-Vulcan subscribes to the Vulcan ideology of suppressing one’s emotions in favor of logic. Finally, Bones is the romantic of the three and clearly speaks for the Greek concept of pathos. Champion’s dissection of Kirk’s leadership is that he takes all three of these concepts and uses them in his analysis. While clearly, at the end of the day, the decisions are the final responsibility of Kirk, he does actively seek input from his trusted advisors before coming to his final choice.

For the compliance practitioner, this means that you should seek a wide variety of inputs for your decision-making calculus. The Machiavellian trait of seeking trusted advise from experienced advisors, (Subject Matter Experts – SMEs) is certainly in play here. But by incorporating these three very different concepts into the way you might think through an issue can help you to evaluate a greater range of considerations. Monitoring, auditing and similar oversight techniques can bring you the logical examinations through data. But data is, in the final analysis, a product of human actions so the data must be read with some measure of humanity or human character. Values are not numbers but how we assign actions to that raw data? Finally, the ethos must be taken into account. Obviously there must be an ethical component to any decision made, but ethos also speaks to the character of the decision. Was the decision made using all the facts that were, or should have been, available to the decision-maker?

I thought about Champion’s remarks when I read the New York Times (NYT) Corner Office column by Adam Bryant, entitled “When Ideas Collide, Don’t Duck”. In this article, Bryant reported on his interview with Jeff Lawson, Chief Executive Officer (CEO) of Twillio, a cloud communications company. Lawson spoke about all three Greek leadership concepts in both his education in being a company head. From the ethos perspective, he spoke about his grandfather who built and sold a hardware company in Detroit. Then in his 70s, his grandfather took a job as a manufacturer’s representative, selling paint accessories to hardware stores that had previously been his competitors. His grandfather did this for another 20 years and when he died, Lawson said, “The Owner of every hardware store in Detroit came to the funeral. It was amazing.”

Lawson had another insight, which related to pathos and it revolved around feedback. He said, “This is especially important with millennial workers, who really want feedback. They want to always be learning, always be growing, and they’re looking for that constant feedback. It’s not that they’re looking for constant praise, but rather they want to keep score. They want to know how they’re doing.  Part of it is the short cycle of Internet feedback, and people who grew up with the Internet just expect quick feedback on things. That’s just part of the changing ethos, especially with younger workers. If you get into the habit of regular feedback, it’s not confrontational; it’s just the ebb and flow of conversation and a constant tweaking of how you work with somebody.”

Lawson incorporates the logos concept into his leadership set as well. He does this in the context of empowering employees to come up with new ideas but requires these employees to validate them to move forward. He said, “A lot of our values are about empowering employees. “Draw the owl” is a favorite. It’s based on the Internet meme of how to draw an owl. It says: “Step 1, draw some circles. Step 2, draw the rest of the owl.” That’s what it takes to be an entrepreneur — you have to put aside all the reasons you think you can’t do something or figure it out. Our job is to come in every day and take a vague problem that we don’t know how to solve and figure out the solution.”

Does art imitate life or does life imitate art? I am never too sure. But from my chat with John Champion, it is clear that even such a cultural marvel as Captain James T. Kirk can provide leadership lessons for the compliance practitioner.

If you have not yet done so, I hope you will go over and check out my podcasts at the FCPA Compliance and Ethics Report. I am up to Episode 41 and should have a couple more up this week. 

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, 2014

March 23, 2012

To Boldly Go…Where the Board Needs to Go

Belatedly, we boldly go where no Canadian actor has ever gone before, to celebrate yesterday’s birthday of William Shatner, Captain Kirk of the original Starship Enterprise. I thought about Captain Kirk and his leadership of the Enterprise in the context of a panel at Ethisphere’s 2012 Global Ethics Summit. In a moderated keynote session, entitled “View from the Board”, moderator Stephen Jordan lead the panel in an exploration of issues relating the Board of Directors responsibility in a company’s compliance program.

What is the relationship between leadership and culture? Panelist Sheila Penrose, Chairman of the Board at Jones Lang LaSalle and Board member of the McDonald’s Corporation, said that she views the Board of Directors as the “curator of a company’s culture.” As a Board member she wants to know if there is a clear framework to determine and measure certain key facets of a compliance program. These key facets include: (1) tone of the company towards doing business in a compliant manner; (2) the effectiveness of the company to understand new compliance issues as they arise; and (3) the process and dynamics of the company’s compliance program. Her view of a Chief Compliance Officer (CCO) is that he or she should have “good professional judgment” and be able to communicate to the Board about their judgment of ethical behavior in the company.

Presentations to the Board

Regarding presentations to the Board of Directors, Penrose said that she desired to have two general types. The first is training the Board of Directors on emerging issues that the company might face from the compliance context and to direct how the Board of Directors might think about these issues, particularly in regard to how they would affect the risk profile of the company. The second is a report of the trends emerging from internal reporting on compliance issues. This could include hotline reports or surveys that the compliance group performs to determine if there are any emerging or systemic issues relating to compliance that should be addressed. From these metrics Penrose said that she is always keen to know if there are any lessons to be learned which can be applied to future situation or to stop certain behaviors.

The second panelist, Daniel Tishman, Board member of AECOM Technology Corporation, said the initial issue to determine is the type of Board. Is it the Board of a new or relatively new entity, populated with friends of the Chief Executive Officer (CEO) and with persons who either work in or have significant experience in the core business of the company? Conversely, is it the Board of a more mature company? If it is the former, Tishman believes a CCO will have to provide much more basic compliance education to the Board.

As to the types of presentations he prefers, Tishman focused his answer on the types of information that he expects if a serious compliance issue has arisen, which may well be a violation of a substantive anti-corruption law such as the Foreign Corrupt Practices Act (FCPA) or the UK Bribery Act. He said there are four points that he would like to receive guidance on or through. First, he demands prompt reporting to the Board. Second, all reporting must have complete transparency to the Board. Third, he expects proactive action by the CCO, rather than simply waiting for instructions. Lastly, Tishman would expect to be told if any event is a one-off or a systemic problem, coupled with a fair appraisal if the event is a true crisis or is it is more of a “regular issue”.

Metrics

Both panelist discussed metrics as a key component of Board reporting. Tishman said that he prefers to receive metrics which focus on new or emerging areas for the company. So if the company is opening up with a new product line or service, or is moving into a new geographic area, he wants to see the compliance risks assessed and reported to the Board of Directors.

Penrose advocated metrics to measure three areas: (1) measures of magnitude; (2) measures of direction; and (3) measure of penetration. By measures of magnitude, she said that she desired information on how well the company’s compliance regime had been communicated throughout the target audience of employees and third parties, or “exposure”. The measures of directions are designed to present information on trends that compliance is seeing within the company, an example she gave was a review and summary of hotline reporting. The final measure of penetration was designed to drill down further than the measure of magnitude to provide metrics on how well the compliance program had penetrated down into the employee base and third parties with whom the company might be working with to obtain or retain business.

And what of Captain Kirk, his leadership and lessons learned for the compliance profession? He did not have to deal with a Board of Directors, in the form of Star Fleet Command, too often so that probably is not a helpful analogy. However, Kirk did lead from the front and that is what a CCO must do. Penrose said that she expects her CCO to “manage by walking around” to go out into the field and get the message of compliance to the troops. If you are the CCO, or compliance professional, you need to either be on the Away Team or lead the Away Team and boldly go where no CCO has gone before.

To get yourself in a Star Trek frame of mind, cue the iconic original television series opening theme 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, 2012

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