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Kevin McCormack
Managing Director, Content & Programming
303.819.9817
We welcome you to submit any questions for the panel
through the chat function you see on your screen.
HOST
QUESTIONS
RECORDING The event recording will be provided post event.
3
Andrea-Bonime BlancFounder and CEOGEC Risk Advisory
Jaqueline E. BrevardFormer Vice President,
Chief Ethics and Compliance OfficerMerck & Co., Inc (Retired)
Claire LewisHead, Compliance Coordination
and Compliance OfficerSNC-Lavalin
SPEAKING TODAY
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.©GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
Reputation Risk: Why Companies Should Care
Andrea Bonime-Blanc, CEO, GEC Risk - Author, The Reputation Risk Handbook
Jacqueline E. Brevard, Senior Advisor, GEC Risk - CECO, Merck & Co. (Retired)
Claire Lewis, Head, Compliance Coordination & Compliance Officer, SNC-Lavalin
Ethisphere Live Webcast – November 10, 2014
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
OVERVIEW
• The Merck Vioxx Case
• Reputation Risk in the Age of Hyper-Transparency
• Reputation Risk: Management Tools & Techniques
6
• The SNC Lavalin Case
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
OVERVIEW
• The Merck Vioxx Case
• Reputation Risk in the Age of Hyper-Transparency
• Reputation Risk: Management Tools & Techniques
7
• The SNC Lavalin Case
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
SOME SURVIVED… …AND SOME DID NOT…
ETHICS, COMPLIANCE & RISK…GONE WRONG
order
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© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
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GLOBALIZATION OF ANTI-CORRUPTION, ETHICS & COMPLIANCE
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
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GLOBALIZATION OF ENFORCEMENT & COOPERATION
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
DO YOU KNOW WHAT YOUR TOP RISKS ARE?
A WORLD OF RISK & CRISIS
CorruptionCybercrimeClimate ChangeSupply ChainHuman RightsChild LaborPandemic/EpidemicBusiness Continuity
RegulatoryPoliticalAntitrustGovernanceFraudEnvironmentalHealth & SafetySecurity
What about aBlack Swan?
11
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
WHAT ABOUT LEADERSHIP & CULTURE FAILURE RISK?
Source: Andrea Bonime-Blanc, “The Biggest Risks Nobody Talks About”. Ethical Corporation Magazine. February 5, 2014. 12
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
Source: Deloitte, Exploring Strategic Risk, 2013. 13
WHAT ABOUT REPUTATION RISK?
REPUTATION RISK IS CONSIDERED A TOP (EVEN #1) RISK BY BOARDS & CEO’S GLOBALLY
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
Source: Eisner Amper. Concerns Around Risks Confronting Boards 2013. 14
FOR GLOBAL BOARDS REPUTATION RISK IS BY FAR #1 RISK
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
Source: The United States FCPA Resource Guide 2012. 15
EVEN GOVERNMENTS TALK ABOUT REPUTATION RISK
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
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REPUTATION RISK WRIT LARGE I
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
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REPUTATION RISK WRIT LARGE II
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
18
REPUTATION RISK WRIT LARGE III
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
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REPUTATION RISK WRIT HUGE…
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
The Age of Twitter et al
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AND THEN THERE’S SOCIAL MEDIA REPUTATION RISK…
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
21
AND REPUTATION RISK BIG DATA IS HERE TOO
THE REPRISK
INDEX
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
“Reputation risk is an amplifier risk that layers on or attaches to other risks – especially ESG risks – adding negative or positive implications to the materiality,
duration or expansion of the other risks on the affected organization, person, product or service.”
Sources: Nir Kossovsky. Reputation, the Stock Market and You. Andrea Bonime-Blanc. The Reputation Risk Handbook. 22
REPUTATION RISK IN THE AGE OF HYPER-TRANSPARENCY
WHAT IS IT AND WHY SHOULD COMPANIES CARE?
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
SOURCE: Transparency International Website. November 2-14. 23
HOT OFF THE VIRTUAL PRESSES:TI’S CORPORATE TRANSPARENCY RESEARCH
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
OVERVIEW
• The Merck Vioxx Case
• Reputation Risk in the Age of Hyper-Transparency
• Reputation Risk: Management Tools & Techniques
24
• The SNC Lavalin Case
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
HISTORICAL PERSPECTIVE ON E&C AT MERCK
1978: Ethical Business Practices Program/Corporate Policy
1991: AdviceLine (anonymous)
1995: Established Chief Ethics Officer Position
Office of Ethics
Ombudsman Program
1999: Comprehensive Global Ethics Program (Code Edition I)
2002: Compliance Program Charter
2004: Ethics/Compliance Programs combined (Code Edition II)
Est. Chief Ethics and Compliance Officer Position
2009: Global Compliance Organization
2011: Edition III Code of Conduct
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© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
MERCK’S VIOXX WITHDRAWAL: AN EARTH-SHATTERING EVENT FOR THE COMPANY
• Merck’s voluntary withdrawal of $6 Billion of Vioxx, a blockbuster product, in 2006
• Sent shock waves throughout the company
• Negative media response, notwithstanding the Company’s good intentions
• Litigation ensued
• Potential for negative reputational hit
• Uncertainty amongst employee ranks
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© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
POTENTIAL CONSEQUENCES OF NEGATIVE REPUTATIONAL EVENT
Potential Catastrophic Consequences to the Company
• Poor employee morale
• Potential employee turnover
• Stock price decline
• Shareholder backlash
• Litigation
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© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
HOW COMPANIES & SENIOR LEADERS MANAGE REPUTATION RISK I
Merck’s Response
• Track record of operating on a solid foundation of a strong ethical culture
• Employees knew what the company stood for
• Negative media response hurt, but heads held high:
– constant, continuous information flow from senior management
– Externally: Negative PR
– Internally: Positive PR
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© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
Why the Response was Successful
• Strong organizational values – engenders confidence and trust
• Tone at the top, middle and bottom
• Consistent flow of information from senior management regarding business rationale for the withdrawal and ongoing litigation strategy:
– Weekly town halls
– Informative staff meetings
• Customer base believed in the company/product
HOW COMPANIES & SENIOR LEADERS MANAGE REPUTATION RISK II
29
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
OVERVIEW
• The Merck Vioxx Case
• Reputation Risk in the Age of Hyper-Transparency
• Reputation Risk: Management Tools & Techniques
30
• The SNC Lavalin Case
HOW SNC-LAVALIN COMMITS TO
ETHICS EXCELLENCE
Our ambition is to become the global benchmark against which
other companies measure themselves. We strive to set a higher
standard for:
(1) How ethics is woven into the fabric of the way we do
business, and
(2) Transparency in the way we report to our stakeholders.
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SNC-Lavalin is committed
to doing business
with highest integrity
DELIVERING ON OUR COMMITMENT PROGRESS TO DATE (1)
• Key leadership and structural changes
• Updated Code of Ethics and Business Conduct
• EthicsPoint Hotline
• Ethics and Compliance Committee
• Revision of Corporate Policies including:
o Business Partners Policy
o Gifts and Hospitality Policy
o Levels of Authority Policy
o Political Contributions Policy
o Donations and Sponsorship Policy
o Financial Control Policy
• Third party screening of new hires and appointments to the
Management Committee and the Office of the President
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• New Chief Compliance Officer function established on
March 1, 2013
• Ethics and Compliance Awareness Session at April 2013
Management Committee
• Compliance Consultation Centre established
• Amnesty Program from June 3 until August 31, 2013
• 1st Compliance Officer Meeting on July 16, 2013
• Anti-Corruption Manual issued with guidance information on
relevant Compliance topics
• Compliance Investigations integrated in compliance function in
September 2013
• Employee certification on the updated Code of Ethics and Business
Conduct performed Q1 2014 and annually.
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DELIVERING ON OUR COMMITMENT PROGRESS TO DATE (2)
• External validation / monitoring of compliance program implementation
by WBG independent compliance monitor started August 2013
• Initial report by independent compliance monitor submitted on December
13, 2013
• Compliance intranet-website established
• Global Compliance in-person training program started on September 30,
2013
• Business Partner Compliance Due Diligence IT-Tool established
• SNC-Lavalin gets AMF approval to bid on Quebec public contracts in
February 2014
• 3rd Update of the Code of Ethics and Business Conduct will be
effective January 2015
36
DELIVERING ON OUR COMMITMENT PROGRESS TO DATE (3)
WE CARE embodies SNC-Lavalin’s key corporate values and
beliefs. It is the cornerstone of everything we do as a company.
Ethics, health and safety, employees, the environment,
communities and quality: these values all influence the
decisions we make every day. And importantly, they guide us in
how we serve our clients and therefore affect how we are
perceived by our external partners. WE CARE is integral to the
way we perform on a daily basis. It is both a responsibility and a
source of satisfaction and pride by providing such important
standards to all we do.
WE CARE about the health and safety of our employees, of those who work under our care, and
of the people our projects serve.
WE CARE about our employees, their personal growth, career development and general well-
being.
WE CARE about the communities where we live and work and their sustainable development, and we commit to
fulfilling our responsibilities as a global citizen.
WE CARE about the environment and about conducting our business in an environmentally responsible manner.
WE CARE about the quality of our work.
WE CARE about being world-class in matters of governance and ethics for our shareholders,
clients and employees.
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
OVERVIEW
• The Merck Vioxx Case
• Reputation Risk in the Age of Hyper-Transparency
• Reputation Risk: Management Tools & Techniques
38
• The SNC Lavalin Case
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
39
GLOBAL INDUSTRY & STAKEHOLDER TRUST
Source: Edelman Trust Barometer 2014.39
WHY REPUTATION
RISK MATTERS
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
40
REPUTATION RISK STAKEHOLDERS
SOURCE: Andrea Bonime-Blanc. The Reputation Risk Handbook. Oxford, UK: DŌ Sustainability (2014).
KNOW WHO YOUR
STAKEHOLDERS ARE
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
41
HAVE A STRONG RISK MANAGEMENT PROGRAM
KNOW YOUR
UNIVERSE OF RISKS
SOURCE: Andrea Bonime-Blanc. The Reputation Risk Handbook. Oxford, UK: DŌ Sustainability (2014).
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
ORGANIZATIONALINTEGRITY
BEHAVIORSACTIONS
FINANCIAL RESULTS"ESG" RESULTS
OUTPUTS
ETHICSCOMPLIANCE
QUALITYSUSTAINABILITY
SAFETYSECURITY
ENVIRONMENT
INPUTS
REPUTATIONAL GAP
NEGATIVE GAP
WORSE THANEXPECTEDOUTCOMES
POSITIVE GAP
BETTER THANEXPECTEDOUTCOMES
STAKEHOLDER TRUST DOWN/UP
ENTERPRISE VALUE DOWN/UP
Copyright Andrea Bonime-Blanc 2014. All Rights Reserved.
GOVERNANCELEADERSHIPSTRATEGY
RISKCULTURE
INCENTIVES
ENABLERS
SOURCE: Andrea Bonime-Blanc. The Reputation Risk Handbook. Oxford, UK: DŌ Sustainability (2014). 42
WHY REPUTATION MATTERS:ORGANIZATIONAL RESILIENCE & INTEGRITY
HOW TO BUILD HIGH
PERFORMANCEORGANIZATIONAL
INTEGRITY& RESILIENCE
THIS IS WHERE THEREPUTATION RISK
EQUATION TAKES PLACE
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
Achieving “Effectiveness”
Is about Organizational
Integrity & Resilience
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BUILD ORGANIZATIONAL INTEGRITY & RESILIENCE
TYPOLOGY OF ORGANIZATIONAL INTEGRITY & RESILIENCE
SOURCE: Andrea Bonime-Blanc. The Reputation Risk Handbook. Oxford, UK: DŌ Sustainability (2014).
BUILD A RESILIENT HIGH INTEGRITYORGANIZATION
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
FONTERRA’S STRATEGY:• Took control as direct
investor• Eliminated 3d Parties• Expanded Health & Safety
FONTERRA’S RESULTS:• Grew market share• Protected & improved its
reputation• Improved crisis management
Source: Andrea Bonime-Blanc. Unpublished Research. Columbia University. 2014.
FONTERRA’S REPUTATION RISK:• Associated with Sanlu, Chinese
supply chain contractor who went our of business because of melamine tainted baby formula
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TRANSFORMING REPUTATION RISK INTO VALUE
FONTERRA TRANSFORMED A SERIOUS SUPPLY CHAIN REPUTATION RISK INTO GREATER VALUE
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
THE REPUTATION RISK HANDBOOK
45
© GEC Risk Advisory LLC 2014. All Rights Reserved. Confidential & Proprietary Information.
THANK YOU!
Questions/Comments?
+1.917.848.4448www.linkedin.com/in/andreabonimeblanc
@GlobalEthicist
[email protected]+908.230.1537
[email protected]/in/jacquelineebrevardesq
www.GECRisk.com
[email protected] x 56426
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WHY SHOULD YOU APPLY?
• Learn your scores – your Ethics QuotientTM
• Compare your practices to those of the World’s
Most Ethical Companies
• Understand the gaps in your program, activities and
practices vs. leading companies
• Use this knowledge to guide and shape investments in
program and resources
• Engage the entire organization and ecosystem
This webcast and all future Ethisphere webcasts are
available complimentary and on demand for BELA
members. BELA members are also offered complimentary
registration to Ethisphere’s Global Ethics Summit and
other Summits around the world.
For more information on BELA contact:
Laara van Loben Sels
Senior Director, Engagement Services
480.397.2663
Business Ethics Leadership
Alliance (BELA)