Writing in the ACC Docket, Nov. 2011 at 72, an author stresses the conflicts of interest a general counsel might have to face as she balances attorney-client privilege (in her lawyer role) against disclosure and full cooperation with government authorities (in her compliance role). She also argues that lawyers intimidate employees, usually unintentionally, and that discourages compliance reporting. Nor are attorneys throughout the company, visible and accessible, as seasoned compliance professionals circulate. Compliance is a “program” that needs management over a period of time, not what most lawyers want to be involved with or have the skills to carry out. For these reasons, the author argues for separate positions and against the chief compliance officer reporting to (or being) the chief legal officer.
Whether a general counsel can also function effectively as a company’s chief compliance officer has kept the heat on the contentious debate (See my post of Jan. 20, 2009: reporting lines of compliance function with 11 references; and July 23, 2010: compliance and ethics with 24 references and 2 metaposts.).
Since my last metapost, there have been more contributions to the debate (See my post of Jan. 12, 2011: Harrah’s GC combines the roles; Jan. 14, 2011: Ben Heineman view and rejoinder; Feb. 2, 2011: survey data on joint reporting lines; May 16, 2011: survey data on GCs as head of compliance; and Oct. 3, 2011: arguments for and against the dual report.).