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Bank Culture Reform & Behavioral Science Event April 9

Ethical Systems Blog -

Ethical Systems is partnering with Thomson Reuters Legal Managed Services, Regulatory Intelligence, and Starling to put on a panel event on Bank Culture Reform & Behavioral Science.


Thomson Reuters 
3 Times Square
30th Floor
New York, NY 10036


Date and Time:

Monday, April 9th
8:30 a.m. – 12:00 p.m. ET


About the Event:

Session 1 – Regulatory Session 2 – Industry & Science Panelists: Panelists:

Event Moderator:

David Curran, Global Director of Risk and Compliance, Thomson Reuters


Register online to attend Bank Culture Reform & Behavioral Science >>



Jewelers’ Security Alliance Releases 2017 Annual Crime Report

Loss Prevention Media -

The Jewelers’ Security Alliance (JSA) has recently released its 21-page 2017 annual crime report covering crime against the jewelry industry in the United States. Total dollar losses decreased from $72.4 million in 2016 to $72.1 million in 2017, a decrease of 0.4 percent, while the total number of crimes against the industry increased from 1,245 in 2016 to 1,394 in 2017, an increase of 12.0 percent.

John Kennedy, president of JSA said, “This report summarizes the information on when, where and how these crimes occurred. Knowing the information in this report can help you keep your jewelry business safe from crime. JSA urges all jewelry firm owners and their employees to spend time reading and discussing this report and examining the serious risks that your jewelry business faces.”

Highlights of the report include:

  • Reports of smash and grab robberies increased from 62 in 2016 to 71 in 2017, an increase of 14.5 percent. Over 50 percent of smash and grab robberies occurred in mall locations.
  • Grab-and-run thefts increased from 420 in 2016 to 556 in 2017, an increase of 32.4 percent.
  • Off-premises crimes, including traveling salesperson losses, fell to 39 in 2017, the lowest total in over 20 years.
  • In 201,7 JSA recorded a large dollar increase in cyber-enabled thefts by deception and impersonation. The average loss from this type of crime was over $1.2 million.
  • There were five homicides of jewelers in 2017, compared to six homicides in 2016. In the ten-year period from 1996 to 2006, 82 jewelers were killed, while in the ten-year period from 2007 to 2017, 41 jewelers were killed, which represented a 50 percent decline from the previous decade.

“While overall dollar losses were flat, JSA is particularly concerned about the upsurge in smash-and-grab robberies, a big jump in grab and run thefts, and some very large losses in cyber-enabled crimes, which involved deception, impersonation and the internet,” said Kennedy. “The average dollar loss from a series of cyber-enabled crimes was $1.2 million, which highlights this dangerous and growing crime trend that the industry increasingly faces.”

The full report is available on the JSA website at

The post Jewelers’ Security Alliance Releases 2017 Annual Crime Report appeared first on LPM.

Where Do Retail Data Protection Issues Start?

Loss Prevention Media -

Retail asset protection professionals are no longer responsible only for the protection of physical assets. More and more, criminal activity centers on the theft of information—whether that data is personal, financial, or even intellectual property or business-related. It behooves us, as AP and LP pros, to know where data protection issues are likely to begin so that we know where investigations need to start when hacking inevitably occurs.

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Don’t become another data breach statistic. Get our FREE Special Report, Data Security:  Data Loss Prevention Best Practices and Proven Policies to Combat Data Breaches right now!

Editorial Director Jac Brittain, LPC, explores this topic in detail in an article for the most recent issue of LPM Online. In the article, Brittain delineates the difference between the “surface web,” or what is visible to Internet users via a search engine, the “deep web,” which contains information that cannot be indexed by a search engine, and the “dark web,” which is where many data protection issues originate. From the article:

One common misconception about the dark web and the deep web is that the two terms are interchangeable. This is simply not true. The dark web makes up only a very small part of the deep web, although sometimes the terms are mistakenly used interchangeably. It’s most famously been used for the sale of stolen credit card numbers, black market drug sales, weapons, child pornography, and even murder‐for‐hire. When people discuss the seedy underbelly of the Internet where you can buy basically any illicit item or service you could dream up, that’s the dark web.

“When I am trying to describe the dark web to clients, I typically use the Silk Road (an ancient network of trade routes) as an example. It’s the place where criminals gather and exchange information, products, and services, and transact illegal business,” said Erin Fonte, member with Dykema Gossett and co‐head of the firm’s privacy and data security group.

Learn more about how criminals access the dark side of the Internet for illicit activities in “Cyber Crime: The Dark Truth for Retailers.”

If you’ve missed any of our previous LPM Online editions, go to the Archives page at the end of the edition to see what you’ve missed. Be sure to register as an LPM digital subscriber so you are the first to know when new issues are available. If you haven’t already, sign up on the SUBSCRIBE NOW link. It’s totally free. (Note: if you’re already subscribed, the previous link will take you to the current issue of the print magazine.)

The post Where Do Retail Data Protection Issues Start? appeared first on LPM.

Breaking News in the Industry: March 20, 2018

Loss Prevention Media -

Trio charges $100K to fake credit cards

A trio of Flushing, New York, residents are facing prison time for allegedly going on lavish shopping sprees with fake plastic created in an elaborate counterfeit credit card scheme. The three are charged with charging more than $100,000 in high-end purchases from retail stores like Neiman Marcus, Bloomingdale’s and Macy’s to the bogus cards, said Queens District Attorney Richard Brown. Junwei Chen, 34, Deng Deng Li, 27, and Yue Yuan, 27, were arrested on March 9 after authorities found hundreds of forged and blank credit cards, dozens of fake licenses, forgery equipment, a box of ketamine and two loaded handguns in a raid of their Quince home, where a 2-year-old child had been living, Brown said. “The defendants in this case are accused of operating a sophisticated credit card manufacturing mill with embossing machines, card writers and hundreds of blank credit cards,” Brown said. “The defendants’ alleged crimes not only victimized the department stores, but also consumers.”

Along with receipts for purchases at several high-end department stores, detectives found unopened boxes of makeup, skincare and fragrance products from designer brands such as Lancôme, Yves Saint Laurent, Tom Ford, Chanel, Gucci and Cartier, prosecutors said. Detectives also recovered Beats by Dr. Dre headphones, Canada Goose winter coats, cell phones and more than $22,000 in cash during the raid, according to the charges. Chen, Li and Yuan were arraigned in Queens Criminal Court on charges including grand larceny, criminal possession of stolen property, criminal possession of a weapon, criminal possession of a forged instrument, criminal possession of forgery devices, criminal possession of a firearm and endangering the welfare of a child. Chen and Li were held on $100,000 and $50,000 bails, respectively, and Yuan was released on her own recognizance. The trio will return to court on April 17. [Source: Flushing Patch]

CBP seizes more than $1.3M in counterfeit speakers

More than $1 million of counterfeit home theater speaker systems in a rail car headed for Ranier were seized in February by US Customs and Border Protection officers. CBP Office of Field Operations officers working at the International Falls Port of Entry in Minnesota targeted a rail container destined to arrive in Ranier. In February, CBP officers inspected the rail container and discovered merchandise in violation of intellectual property rights regulations. The merchandise consisted of 480 home theater speaker systems. Examination of the speaker systems revealed counterfeit markings. The counterfeit merchandise has an aggregate manufacturer’s suggested retail price of $1.38 million. “Counterfeiting adversely affects lawful rights holders of their original ideas and the ability to make a profit from them,” Anthony Jackson, International Falls port director, said in a news release. “Counterfeiting also harms consumers because manufacturers of forged products have little motivation to use safe, high-quality materials in their products.”

Stopping the flow of illicit goods is a priority trade issue for CBP. The importation of counterfeit merchandise can damage the US economy and threaten the health and safety of the American people. For more information on CBP’s IPR priority trade issue, visit CBP’s website and look for CBP Trade and IPR. With the growth of foreign trade, unscrupulous companies have profited billions of dollars from the sale of counterfeit and pirated goods, said the news release. To combat the illicit trade of merchandise violating laws relating to IPR, trademark and copyright holders may register with CBP through an online system. Such registration assists CBP officers and import specialists in identifying merchandise that violate U.S. law. CBP’s IPR enforcement strategy is multi-layered and includes seizing illegal merchandise at borders, pushing the border “outward” through audits of suspect importers, cooperating with international trading partners, and collaborating with industry and governmental agencies to enhance these efforts.  [Source: International Falls Journal]

Suspect made $70,000 in fraudulent purchases from auto parts store

In Lopatcong Township, Pennsylvania, police said they charged a man with using stolen credit cards to buy nearly $70,000 in merchandise from an auto parts store. Ramon O. Dominguez, 31, of the first block of Lewis Street in Phillipsburg, turned himself in to police on Saturday, police said. He has been charged with using several credit cards to make purchases at Advance Auto Parts at 855 Route 22 in the township. Police said the purchases were made during 2016 and 2017. A store employee said Sunday he could not comment, referring a reporter to the store manager, who was not available. Police said Dominguez was released pending an upcoming court appearance.  [Source: The Morning Call]

Feds indicted 18 in prepaid card scam

Eighteen people have been indicted by a Flint federal grand jury for a scam involving the use of Walmart prepaid cards to wire money from the retail giant for their personal funds. Unsealed on Monday, March 12, the federal indictment alleges that the 18 named defendants and “others known and unknown to the grand jury” conspired in the scheme to scam Walmart into wiring funds to illegitimate prepaid cards. Two of the defendants, Latoriya Brown and Latrina Davis, were each arraigned Tuesday, March 13, on a single count of wire fraud conspiracy and released on $10,000 unsecured bond. MLive-The Flint Journal is not naming the other defendants as they have not yet been arraigned. All 18 are indicted on a single count of wire fraud conspiracy, punishable by up to a $250,000 fine and 20 years behind bars. According to the indictment, the scam began in January 2016 when members of the conspiracy would travel to Walmart stores in the Eastern District of Michigan and elsewhere to acquire prepaid cards. When the checkout cashier would scan the barcode on the falsified prepaid card, a wire transmission from Walmart’s corporate office in Missouri would activate the account number assigned to the card.

When the cashier was instructed to load a dollar value onto the card, a member of the alleged conspiracy would either slide an illegitimate credit or debit card or pretend to slide a card through the reader as if they were paying for the transaction. A member of the conspiracy would then instruct the cashier to manually complete the transaction by pressing various sequences involving the cash tender key, which would fraudulently show that the card was paid for and wire funds from Walmart ePay databases in Colorado or Arkansas to the card. After the transaction was complete, the conspirators would then allegedly convert funds on the prepaid cards to their own personal use. Additional details on the scam, including how much money the group was allegedly able to obtain, was not included in the indictment. According to reporting from the Sentinel-Tribune in Wood County, Ohio, three of the defendants were also indicted in Ohio last year on various charges involving a scam with Walmart counterfeit cash credit cards. [Source: MLive]

The latest retailer to go bankrupt

Claire’s Stores Inc., known for tween jewelry and ear piercing, has become the latest victim of the retail apocalypse. The company filed for bankruptcy Monday and said it reached an agreement with creditors including its private-equity backer, Apollo Global Management LLC, to restructure around $1.9 billion in debt. Its plan to survive rests on its reputation for trendy merchandise and a unique service that it says can’t be replicated by shopping online: ear piercing. “To date, the company estimates that it has pierced over 100,000,000 ears worldwide,” Claire’s Chief Financial Officer Scott Huckins said in court papers as part of the Delaware Chapter 11 filing. The company began piercing ears in 1978. But even a business model that “remains a compelling proposition over the long term” wasn’t enough to immunize the company from a decline in mall traffic, which fell around 8 percent year-over-year, Huckins said in a court affidavit. The company also had too much debt, costing it $183 million a year alone in interest payments, he said. Claire’s is the latest in a string of recent US retail bankruptcies including children’s clothing chain Gymboree, athletic gear seller the Sports Authority and toy seller Toys ‘‘R’’ Us.  [Source: Bloomberg]

Data misuse by Cambridge Analytica not a breach, Facebook says

Facebook wants you to know… this wasn’t a breach. Yes, Cambridge Analytica, the data-analysis firm that helped President Donald Trump win the 2016 election, violated rules when it obtained information from some 50 million Facebook profiles, the social-media company acknowledged late Friday. But the data came from someone who didn’t hack the system: a professor who originally told Facebook he wanted it for academic purposes. He set up a personality quiz using tools that let people log in with their Facebook accounts, then asked them to sign over access to their friend lists and likes before using the app. The 270,000 users of that app and their friend networks opened up private data on 50 million people, according to the New York Times. All of that was allowed under Facebook’s rules, until the professor handed the information off to a third party. Facebook said it found out about Cambridge Analytica’s access in 2015, after which it had the firm certify that it deleted the data. On Friday, Facebook said it now knows Cambridge actually kept it—an infraction that got Cambridge suspended from the social network. Once that was announced, executives quickly moved on to defending Facebook’s security.

“This was unequivocally not a data breach,” longtime Facebook executive Andrew Bosworth said on Twitter. “People chose to share their data with third-party apps and if those third-party apps did not follow the agreements with us/users it is a violation.” Alex Stamos, Facebook’s head of security, echoed the same arguments. Cambridge denied doing anything illegal or using the information in the 2016 presidential election; Facebook says it has no way of knowing how or whether the data was used for targeting in the Trump campaign. Facebook’s advertising business depends on users sharing their most personal data via its social network. But the company’s “not a breach” argument isn’t likely to make users feel any safer or more comfortable doing so—especially given that it’s already under fire for missing that Russian actors were purchasing US election ads on the site to sway voter opinions, as well as running fake accounts disguised as real Americans. The company has also been fending off accusations that it’s too slow to notice or react to harmful content. [Source: Carrier Management]

The post Breaking News in the Industry: March 20, 2018 appeared first on LPM.

Corporate Governance: On the Front Line of America’s Cyber War

The Harvard Law School Forum on Corporate Governance and Financial Regulation -

Posted by Robert J. Jackson, Jr., U.S. Securities and Exchange Commission, on Tuesday, March 20, 2018 Editor's Note: Robert J. Jackson, Jr. is a Commissioner at the U.S. Securities and Exchange Commission. The following post is based on Commissioner Jackson’s recent remarks at the Tulane Corporate Law Institute, available here. The views expressed in the post are those of Commissioner Jackson and do not necessarily reflect those of the Securities and Exchange Commission, the other Commissioners, or the Staff.

Thank you so much, David, for that kind introduction. [1] It’s great to be here at the Tulane Corporate Law Institute for what, I know, is one of the most highly-anticipated corporate-law conferences of the year. It also doesn’t hurt that it happens to be in New Orleans. [2]

Now, before I begin, let me just give the standard disclaimer: the views I express here are my own and do not reflect the views of the Commission, my fellow Commissioners, or the SEC’s Staff. And let me add my own standard caveat: I hope someday to persuade my colleagues of the utter, absolute, and obvious correctness of my views.


A Regulatory Framework for Exchange-Traded Funds

The Harvard Law School Forum on Corporate Governance and Financial Regulation -

Posted by Henry T. C. Hu (University of Texas Law School) and John D. Morley (Yale Law School), on Tuesday, March 20, 2018 Editor's Note: Henry T. C. Hu is the Allan Shivers Chair in the Law of Banking and Finance at the University of Texas Law School and John D. Morley is Professor of Law at Yale Law School of Law. This post is based on their recent article, forthcoming in Southern California Law Review.

The “exchange-traded fund” (ETF) is one of the key financial innovations of the modern era. Our article, A Regulatory Framework for Exchange-Traded Funds (forthcoming in Southern California Law Review, vol. 91, no. 5, 2018), is the first academic work to show the need for, or to offer a regulatory framework for ETFs.


Risk Management and the Board of Directors

The Harvard Law School Forum on Corporate Governance and Financial Regulation -

Posted by Martin Lipton, Sabastian V. Niles, and Marshall L. Miller, Wachtell Lipton Rosen & Katz, on Tuesday, March 20, 2018 Editor's Note: Martin Lipton is a founding partner of Wachtell, Lipton, Rosen & Katz, specializing in mergers and acquisitions and matters affecting corporate policy and strategy; Sabastian V. Niles is a partner at Wachtell, Lipton, Rosen & Katz, focusing on rapid response shareholder activism and preparedness, takeover defense and corporate governance; and Marshall L. Miller is is of counsel in the Litigation Department at Wachtell, Lipton, Rosen & Katz. This post is based on a Wachtell Lipton publication by Mr. Lipton, Mr. Niles, Mr. Marshall, Daniel A. NeffSteven A. Rosenblum, and Andrew R. Brownstein. I. Introduction Overview

The past year has seen continued evolution in the political, legal and economic arenas as technological change accelerates. Innovation, new business models, dealmaking and rapidly evolving technologies are transforming competitive and industry landscapes and impacting companies’ strategic plans and prospects for sustainable, long-term value creation. Tax reform has created new opportunities and challenges for companies too. Meanwhile, the severe consequences that can flow from misconduct within an organization serve as a reminder that corporate operations are fraught with risk. Social and environmental issues, including heightened focus on income inequality and economic disparities, scrutiny of sexual misconduct issues and evolving views on climate change and natural disasters, have taken on a new salience in the public sphere, requiring companies to exercise utmost care to address legitimate issues and avoid public relations crises and liability.


Corporate governance in Italy: Behind the scenes

Ethical Boardroom Feeds -

Marcello Bianchi & Mateja Milič – Marcello is Deputy Director General at Assonime and Chair of Technical Secretariat, ICGC, Mateja is Assonime and Staff at the ICGC


The 2017 Italy Corporate Governance Conference, hosted once more by the Italian Corporate Governance Committee (ICGC), provided an opportunity for an open dialogue between public institutions, issuers and investors about the evolution of corporate governance in the country and beyond.

Organised by Assogestioni and Assonime, in cooperation with the OECD and with the support of the Italian Stock Exchange, the conference represents the long-standing commitment of the Italian system, which began with a corporate governance meeting in December 2014 during the semester of the Italian Presidency of the EU Council and has carried on with conferences since.

The attendance of policymakers and key market players testifies to the importance of such an event in promoting a stronger development of the Italian capital markets, through candid and constructive debate on main corporate governance issues.

Corporate governance provides investors with confidence and encourages companies to open their capital to the market. This delicate mechanism faces important challenges raised by a rapid and deep evolution of financial markets, with new forms of intermediation, new trading platforms and techniques, as well as new business models.

All developed economies, particularly after the financial crisis, have experienced a structural and deep decline in the ability of capital markets to attract new companies and to support their growth – and this problem is particularly relevant in Italy. Although there are some positive signals that this trend can be reversed, there is still a big gap between the increasing amount of savings and the growing need for investments (especially
for SMEs) that are necessary to support growth that can meet demand for long term economic sustainability on a global scale.

Collaboration of key players

This is the reason why the Italian Corporate Governance Committee, which represents all the main actors of our capital markets (issuers, financial intermediaries, institutional investors and the Stock Exchange), brings together experts from Italian and international sides to discuss the main issues and the way ahead. And, for this reason, the OECD’s active engagement at this event is very important. The role of corporate governance in creating value and supporting growth is well acknowledged by the main international fora, such as the G20, whose endorsement of the OECD Principles, revised in 2015 to face those new challenges and first presented to an international audience at the first Italy conference here in 2015, represents a milestone for economic policymaking.

“Corporate governance provides investors with confidence and encourages companies to open their capital to the market. This delicate mechanism faces important challenges raised by a rapid and deep evolution of financial markets, with new forms of intermediation, new trading platforms and techniques, and new business models”

On the first day of the Conference, the participants focussed on the need for a flexible and proportionate approach to policymaking on corporate governance in order to support growth, with a particular nod to small and recently listed companies. The panel also considered a more specific issue regarding the role of the board in changing ownership structures of listed firms, especially in larger Italian companies, where the growing weight and activism of institutional investors and some peculiar features of the Italian framework are challenging the traditional distinction between controlling and minority shareholders.

In this regard, Professor Stella Richter, considering the effects of legal provisions regulating the composition of Italian boards, affirmed that expert, independent, plural and diverse boards require more leeway for self-regulation, which would ‘enable each listed company to adopt its own proper organisational solutions, finally doing away with a ‘one-size-fits-all’ approach’.

Board effectiveness

The second day of the conference addressed the role of corporate governance in creating incentives for a more responsible business, with particular regard to a board’s effectiveness and accountability. Sustainability issues are of growing importance for all listed companies, inasmuch they are carefully considered by a number of investors and companies face increased expectations by civil society for higher standards of ethical behaviour.

Regulation and self-regulation meet those expectations through increased disclosure duties, new and more detailed recommendations on long-term strategies, company’s culture and core board’s responsibilities (e.g. G20/OECD Principles).

“Such sustainability issues put into question many of the pillars of traditional corporate governance culture: the purpose of corporation, the nature of fiduciary duties of both companies and institutional investors, the information to be provided on the impact of business activity on the social and environmental framework”, said Stefano Micossi, director general of Assonime. On this regard, Micossi pointed out that such challenges ‘need to be faced with a substantial but balanced and flexible approach, providing for an adequate and suitable system of incentives for companies and investors’.

Finally, the debate addressed the key function of the board of directors in developing an appropriate, efficient and long-term management of the company.
The corporate governance scandals and the financial crisis have cast doubts on the effective functioning of corporate boards and on their ability to ensure an effective management of the different tasks they are called to perform to set the strategies and to monitor their implementation. International standard setters highlighted the fundamental responsibility of the board in guiding corporate strategy, monitoring managerial performance and the effectiveness of internal control and risk management systems (OECD Principles core recommendations).

Innocenzo Cipolletta, chairman of Assonime, highlighted that also in Italy ‘an increasing attention is given to some aspects of board effectiveness, such as the disclosure about the effective completeness and promptness of the pre-meeting information and the role of the board in ensuring adequate skills and competences of its members’.

These areas of further improvement are, together with other aspects, clearly highlighted in Assonime-Emittenti Titoli’s analysis of the corporate governance of Italian listed companies, an in-depth annual study, issued since 2002, on their compliance with Italian Corporate Governance Code recommendations.

According to the Assonime-Emittenti Titoli analysis, “The Italian Corporate Governance Committee recognises the board evaluation process as a key tool for dealing with board’s effectiveness and the goal of smooth but thoughtful decision-making.’ In fact, in its 2017 annual report, the Committee calls upon issuers to carefully consider the opportunity to widen the board assessment on its effective performance, considering, among other tasks, the adoption of strategic plans and effective board oversight, especially with regard to an appropriate system of internal control and risk management.

Italian Governance Code

As in the past, the Conference included the Italian Corporate Governance Committee’s meeting and the approval of its 5th Annual Report on the compliance with the Italian Corporate Governance Code.

The Committee, promoted by main issuers’ and investors’ association and the Italian stock exchange, pursue the promotion of good corporate governance of Italian listed companies, either by a constant alignment of the Corporate Governance Code for listed companies with best practices or through other initiatives which would enhance the credibility of the Code. Assonime is actively engaged in the Committee’s activities, providing data analysis on the evolution of corporate governance in Italy, which is the main basis for the Committee’s annual report.

This year, the report provides a general overview on the Committee’s activities, updates on national and international developments in corporate governance and an in-depth analysis of Italian corporate governance and the compliance of Italian listed companies with main Code recommendations. Such analysis gave the Committee the chance to identify main areas of weak compliance or scant disclosure in order to ask Italian listed companies for a better implementation of the Code but also to have a detailed overview of the new challenges for Italian corporate governance, identifying current standards and practices that could be further improved in order to meet investors’ requests and to settle on market developments.

The Committee monitors corporate governance trends and evolutions at European and international level, in order to detect the evolution of new best practices and assess market expectations toward listed companies. To this aim, the report analyses the debate and initiatives regarding corporate governance codes, as a primary self-regulatory standard for listed companies in the main countries and the evolution of rules and regulations that affect the corporate governance of Italian listed companies.

At the same time, the report provides information about the Committee’s active involvement in the corporate governance debate in Europe and internationally through: (i) the active involvement of its chair through the organisation of meetings with the representatives of other corporate governance committees in France, Germany, the Netherlands and the United Kingdom and the publication of common statements regarding national and European legislators’ approach to corporate governance issues; (ii) the contribution, through the chair of its technical secretariat, to the OECD international standard setting on corporate governance; (iii) the participation through its representatives in the European Corporate Governance Codes Network.

Considering such developments, the Committee observed some general trends that are developing all over Europe and at international level, pointing out the increasing interest of policymakers in: (i) developing flexibility and proportionality in corporate governance ruling, both at self-regulation and mandatory regulation levels, in particular to encourage smaller and growth companies’ access to capital markets; (ii) enhancing institutional investors’ stewardship responsibilities, to be discharged also through the development of an open dialogue with investee companies, with the provision of adequate procedures from both investors’ and companies’ side; (iii) promoting sustainability as a key principle in defining a company’s corporate governance model, long-term oriented strategies and remuneration policies and overall company culture.

As to the Italian framework, the report provides a global overview on the compliance rate of all Italian listed companies with main Corporate Governance Code recommendations. The adoption of the Corporate Governance Code is voluntary, but once companies opt in to such a governance system, their non-compliance with one or more Code recommendations must be clearly disclosed in their Corporate Governance Report. As to 2017 data, 90 per cent of Italian listed companies have adopting the last edition of the Corporate Governance Code and their compliance rate is generally high.

Compliance and disclosure

Considering the most important CG Code recommendations, the Committee observed that, on average, companies implement effectively about 75 per cent of these – with a significant size-related effect: overall compliance picks up to 90 per cent among larger firms, while it is about 80 per cent for medium-sized ones and around 65 per cent for smaller companies.

According to the Code’s requirements, companies mostly always explain individual cases of non-compliance, but the quality of such explanations should be improved to enable investors to assess a company’s governance and take their own decisions, both for trading and engagement purposes.

The main areas of weaker compliance and disclosure, where the Committee calls on issuers for a stronger implementation of the Code, are: (i) the promptness and completeness of the board pre-meeting information; (ii) the role of the nomination committee (in companies with a more concentrated ownership structure and the quality of disclosure regarding their effective activity); (iii) aspects of the remuneration policy – having particular regard to the long term-orientation of variable components for executives, the provision of claw-back clauses and a clear governance of possible severance payments.

“The Committee monitors corporate governance trends and evolutions at European and international level, in order to detect the evolution of new best practices and assess market expectations toward listed companies”

At the same time, the Committee identified further areas for evolution of corporate governance, where companies reached a high compliance rate with individual Code recommendations, but their governance model might still be improved in order to meet market expectations and evolve in the international governance framework. In this regard, the Committee suggested listed companies consider: (i) the adoption of well-structured succession plans for executive directors, in order to ensure continuity and stability in the company’s management; (ii) a thorough evaluation and disclosure about effective directors’ independence, considering also the appropriateness of their remunerations; (iii) the enhancement of the board evaluation process, through the assessment of a board’s effectiveness and performance, considering, among other tasks, the adoption of strategic plans and a board’s oversight on company’s management and on the appropriateness of the internal control system.

In this respect, the Committee will continue with its aim of enhancing the evolution of corporate governance standards and the behaviour of Italian listed companies, as well as promoting stronger engagement by investors. These goals will be pursued through the strengthening of code recommendations on the main critical issues highlighted in the Committee’s monitoring activity and more generally to support companies to develop strong corporate governance that focusses on sustainability of business activity.


About the Authors:

Marcello Bianchi is Deputy Director General at Assonime (Association of the Italian joint stock companies), in charge of Corporate Governance and Capital Markets Area from March 2016. Prior to this position he has held various offices in Consob (the Italian Securities Regulator) where he has been working since 1990. Among others he was Director of the Regulatory Strategy Division and of the Corporate Governance Division.

Mateja Milič – Assonime and Staff at the ICGC

Your Company Safety Policy Requires Support at All Levels

Loss Prevention Media -

The buy-in and support of all levels of management is vital to maintaining safety in the workplace and the success of our retail safety programs. First and foremost, company leadership must clearly demonstrate that the organization cares and is committed to the safety and well-being of our associates and customers. Everyone in the retail organization, from the CEO to the floor associates, has a responsibility for safety. If our leadership demonstrates their belief in and commitment to a formal company safety policy, that commitment will cascade throughout the organization.

By communicating the mission, values and beliefs of our safety initiatives in a way that is grounded, credible and easy to understand, our management teams will serve as the voice of safety, helping us to maintain these priorities and weave safety values into the fabric of the company.

.inline-text-ad h1, .inline-text-ad h2, .inline-text-ad h3 { margin-top: 0; } .inline-text-ad h1 { font-size: 18px !important; font-weight: bold !important; } .inline-text-ad p { font-size: 1.0rem; } .inline-text-ad { border-top: 1px dotted #cccccc; border-bottom: 1px dotted #cccccc; padding-top: 20px; } @media only screen and (max-width: 768px) { .inline-text-ad { text-align: center; } .inline-text-ad h1, .inline-text-ad h3, .inline-text-ad h3 { font-size: 1.15em; } } @media only screen and (max-width: 460px) { .inline-text-ad h1, .inline-text-ad h3, .inline-text-ad h3 { font-size: 1em; } } Find out what you need to know about modern retail security in a FREE Special Report, Retail Security and Safety: CCTV Surveillance Systems, Retail Alarm Systems, and Security Training, right now! Commitment to the Company Safety Policy

The commitment of senior management is a driving force for organizing and controlling all activities within an organization. A safety program will only be effective when management views a safe and healthy work environment as fundamental and demonstrates the commitment to protect our employees and customers as vigorously as its commitment to other organizational goals and strategies.

Although the program must also be able to stand on its own merit, credibility for the safety program begins with company leadership. Management must support participation at all levels of the organization in the development, implementation, delivery, execution and accountability of safety initiatives. The company safety policy must be able to deliver consistent, sustained and scalable results.

While programs will differ from company to company, it is recommended that the following actions be taken to show management commitment and support for the safety program:

  • The company safety policy must be clearly stated so that all personnel can understand the importance of safety in relation to other organizational values.
  • Goals and objectives must be established, defined and effectively communicated so that employees throughout the organization understand the commitment of the company, the desired results, and the measures required to achieve those results.
  • Management should involve employees at all levels of the organization in decisions that impact safety. If involved, employees are more likely to commit their insights and energy to achieving safety goals and objectives.
  • Responsibility for the safety program should also be assigned to employees at all levels. Employees should see that performance and compliance is expected from everyone.
  • The support of senior management should be visible, providing employees with the sense that the top-level management of the organization is truly committed to the safety of customers and employees.
  • There must be an understanding that not only is compliance expected, but that there will be consequences if performance is not achieved. Employees will be held accountable for non-performance.
  • The safety program should be periodically reviewed to evaluate the effectiveness of the program, and revised as necessary if goals and objectives are not met.

Associates will look to company management for leadership and direction. Management can add substantial credibility to the safety program by being committed and vocal in their support of safety, keeping an open mind to new approaches and benchmarking with best in class organizations.

Appropriate funding for safety training, process improvement, capital expenditures, safety standards, and accountability for safety infractions are also an important means of gaining and maintaining integrity and support.

By capitalizing on opportunities to enhance our knowledge and education, we are making an investment in our own future. To learn more about safety in the workplace and other topics designed to help build your career in loss prevention, discover the professional growth opportunities available through the Loss Prevention Foundation.

Invest in your future by exploring the benefits that LPQualified, LPCertified, and the loss prevention certification process provide by visiting

This post was originally published in 2016 and was updated March 20, 2018. 

The post Your Company Safety Policy Requires Support at All Levels appeared first on LPM.

‘World's largest viscose supplier ABG still in denial over rampant pollution'

Ethical Corporation Feeds -

Last June, Changing Market’s Dirty Fashion report revealed that, despite its potential to be a sustainable fibre, most viscose is still being produced using heavily polluting processes reminiscent of the dark days of rayon manufacturing in Europe in the late 19th and early 20th century (See Fashion brands 'failing to heed warnings on viscose production').

Image: Channels: Supply ChainsTags: Sustainable Apparel CoalitionFSCPEFCviscoseCanopy Planetgarment supply chainMarks and SpencerAsdaNextH&MIndia CSR

Innovation in Compliance Episode 1: Digital Transformations in Compliance with Vince Walden

FCPA Compliance & Ethics -

Vince Walden is a partner at Ernst & Young, and he’s passionate about anti-fraud, anti-corruption and compliance-related analytics and innovations. Today, Vince and Tom talk about some of the innovative strategies he’s developing for General Electric. From training and retention to automation and relevance, accurately observing behavior through data analytics is the key to compliance. [...]

The post Innovation in Compliance Episode 1: Digital Transformations in Compliance with Vince Walden appeared first on Compliance Report.

Moving Targets That Reinvent Themselves

Corporate Compliance Insights -

Suitability Surveillance and Controls Despite how many risk and compliance eyes an investment bank has inspecting client activity, when it comes to managing risk, it’s impossible to review each and every investment recommendation or transaction by a simple eyeballing of trade records. And understanding any recommendation or transaction in the context of a client’s investment The post Moving Targets That Reinvent Themselves appeared first on Corporate Compliance Insights.

(This is only a summary. Click on the headline to view the entire article at Corporate Compliance Insights and participate in the discussion.)

Balancing Velocity and Security in the Cloud

Corporate Compliance Insights -

Adopting New Strategies to Increase Agility In order to capitalize on cloud velocity, organizations must adopt new approaches and tools developed for the cloud. Failing to do this will delay migration, weaken overall security posture and cost time and money, losing the agility they seek. Organizations are in the midst of a digital transformation, and The post Balancing Velocity and Security in the Cloud appeared first on Corporate Compliance Insights.

(This is only a summary. Click on the headline to view the entire article at Corporate Compliance Insights and participate in the discussion.)

Loss Prevention Certification: Recently Certified – March 2018

Loss Prevention Media -

Professional excellence requires dedication and responsibility, and is something that the best continuously strive to achieve. In order to maximize potential, it is essential that professional development is seen as an ongoing process. We should always be looking for ways to improve our skills, abilities, and base of knowledge as a means to maximize performance. Loss prevention certification is a means of establishing and validating that standard of excellence.

.inline-text-ad h1, .inline-text-ad h2, .inline-text-ad h3 { margin-top: 0; } .inline-text-ad h1 { font-size: 18px !important; font-weight: bold !important; } .inline-text-ad p { font-size: 1.0rem; } .inline-text-ad { border-top: 1px dotted #cccccc; border-bottom: 1px dotted #cccccc; padding-top: 20px; } @media only screen and (max-width: 768px) { .inline-text-ad { text-align: center; } .inline-text-ad h1, .inline-text-ad h3, .inline-text-ad h3 { font-size: 1.15em; } } @media only screen and (max-width: 460px) { .inline-text-ad h1, .inline-text-ad h3, .inline-text-ad h3 { font-size: 1em; } } Want an awesome LP career? Download this FREE Special Report, How to Find the Best Loss Prevention Jobs and Build a Successful Loss Prevention Career. The Loss Prevention Foundation Celebrates the Certified LP Professional

We are pleased to recognize and congratulate those industry leaders who recently obtained their LPC certification. Despite their demanding schedule and having other impressive educational credentials, they still saw the value and took the time to obtain this industry-leading LPC credential.

In order to achieve the highest standards of excellence, loss prevention professionals must embrace the importance of continuing education as a gateway to higher performance and achievement within the profession. The best way to invest in our future is to invest in ourselves, and each of us holds the responsibility to maximize our talents and abilities to best serve our professional ambitions.

Loss prevention certification is an investment that we make in ourselves. It is not simply a commitment to higher learning, but also a dedication to reach a higher standard. Each of these individuals is helping to raise the bar for the profession; and has earned both their designation and respect of the loss prevention community.

The Loss Prevention Foundation is pleased to recognize and congratulate the following individuals who have successfully completed all of the requirements set forth by the board of directors to be LPQualified (LPQ) and/or LPCertified (LPC):

Adam Acosta, LPC Loss Prevention Training Specialist T.J. Maxx Casey Alexander, LPC District Loss Prevention Manager DICK’S Sporting Goods Lucio Amicci, LPC Zone Manaher, APP Sears Holdings Charles Bailey, Jr. LPC CFI Regional Asset Protection Manager Hibbetts Shawn Bradley, LPC Loss Prevention and Safety Manager Lowe’s Jenny Byers, LPC District Asset Protection Manager Stage Stores David Chartrand, LPQ Area L/P Manager Goodwill Industries of Seattle Miranda Collins, LPC Ecommerce Fraud Investigator PETCO Animal Supplies Jeffrey Comstock, LPQ Manager, New Product Marketing Southern Imperial Darlene De Francesco, LPC Area Security & Loss Prevention Manager FedEx Office Nathan Dowling, LPQ Director of Surveillance & Security Buffalo Run Casino Matthew Evans, LPQ Area Loss Prevention Manager Seattle Goodwill Nicholas Ferris, LPC Asset Protection District Manager Rite Aid Jessika Fields, LPC District Asset Protection Manager Stage Stores Amye Goady, LPC AP Investigations Manager Stage Stores Tyler Grandy, LPC Loss Prevention Analyst DICK’S Sporting Goods Frank Gunning, III LPC District Loss Prevention Manager DICK’S Sporting Goods Bryan Halbur, LPC District Manager of Loss Prevention AFA Protective Systems Michael Hawkins, LPC Loss Prevention Manager Lowe’s Aaron Henderson, LPC CFI Director Loss Prevention Penske Bruce Herritt, LPC Auto Center Manager Walmart Stores Ciera Hilton, LPQ Regional Loss Prevention Manager Protos Security Juan Interiano, LPC District Loss Prevention Manager DICK’S Sporting Goods Slade Jordan, LPC Asset Protection Coordinator Walmart Stores Jennifer Keisler, LPC District Loss Prevention Manager DICK’S Sporting Goods Arron Knight, LPC Regional EHS & Loss Prevention Manager FleetPride Erin Koons, LPQ AP Operations Manager Walmart Stores Lincoln LeFebvre, LPC Senior Manager – Field AP The Home Depot Alan Lott, LPC Project Manager Investigations 7-Eleven Michael Mazze, LPC District Loss Prevention Manager DICK’S Sporting Goods Kate McGorty, LPQ Loss Prevention Specialist LL Bean Joshua Meins, LPC District Loss Prevention Manager DICK’S Sporting Goods Brian Naughton, LPQ Loss Prevention Ambassador Nordstrom, Inc R. Bryant Price, LPC Regional Director Loss Prevention Gabriel Brothers, Inc. Ruben Quinonez, LPC District Loss Prevention Manager DICK’S Sporting Goods Susan Richter, LPQ Internal Control Manager AmRest Donald Satterfield, LPC LP Process Manager The Home Depot Steven Smith, LPC Area Loss Prevention Manager ULTA Beauty Steffen Steudte, LPQ Asset Protection Manager Sears Holdings Joseph Trance, II LPC Regional Asset Protection Manager Stage Stores

It is our responsibility to manage the process; driven by individual learning experiences and carrying a personal signature for success. Continuing education, training and skills development, lifelong learning activities, intellectual nourishment and exposure to new ideas all contribute to that plan. Are you taking the necessary steps?

To view the Recently Certified for February 2018, click here.

For more information on loss prevention certification and the certification process, contact the Loss Prevention Foundation at

The post Loss Prevention Certification: Recently Certified – March 2018 appeared first on LPM.

Robotic Process Automation for Risk and Compliance

Risk Management Magazine -

Robotic process automation (RPA), a new technology that uses software “robots” to mimic human behavior and automate certain business processes, has been trending across industries as a new way to drive cost efficiencies, and reduce manual efforts and remediation efforts. Because they have a relatively large amount of manual, repetitive processes, often governed by regulatory and audit requirements, banks, in particular, have been quicker to adopt the technology. The risk and compliance function, which is constantly grappling with meeting stricter compliances and tighter deadlines, has also started looking at RPA to increase efficiencies. There are, however, challenges to consider challenges when deciding to adopt efficiently leverage RPA.

Assessment and Qualification Criteria for RPA
RPA is best suited for processes which are low on exception, documented, manual and repetitive in nature. Generally, banks define or adopt an RPA assessment framework for choosing and identifying the right candidates for the technology. These accelerators are detail out the entire process, efforts involved and also the potential return on investments that will be realized after an RPA implementation.

Some of the key qualifying criteria are:

  • Rule based. In the near term, RPA is ideally suited for rule based tasks like copying and pasting data, comparing data, and moving data from one system to another system. Emerging cognitive RPA concepts incorporate machine-learning techniques.
  • Structured inputs. RPA can understand and process the structured data given in a particular format like Excel. Currently it is not advanced enough to understand unstructured inputs.
  • Low exceptions. RPA is most beneficial for standardized processes that have a minimal number of exceptions or variations.
  • Stability of the process and underlying applications. Stability of the underlying process and the applications are a key factor to be considered when implementing RPA systems.

Key Risk and Compliance Use Cases
Risk and compliance RPA adoption can be primarily seen in the areas of risk monitoring, risk controls and risk reporting. The specific use cases that are currently seeing a lot of RPA adoption across banks include:

  • AML alert investigation. Most aspects of the processes for researching and resolving anti-money laundering alerts are manual or semi-automated in nature and are therefore conducive for RPA.
  • KYC onboarding. During the know-your-customer onboarding process, connecting disparate data from many internal systems and external sources is a challenging task. This is another area where RPA can be effective. For example, these robots can collect and retrieve data from regulatory agencies such as the SEC and law enforcement agencies like the FBI and Interpol and support the onboarding process. Some banks have implemented RPA on KYC process like document gathering and validation.
  • Internal and external reporting. In many banks, the process of data gathering and creating internal and external regulatory reports is very manual in nature. Daily liquidity coverage reports and delinquency reports, for example, are often prepared manually in banks and can be automated through RPA.
  • Limit management. In the limit management process, the limit breaches or violations are reviewed and closed by risk officers. As the resolution involves manual assimilation of data from many sources and manual analysis to arrive at decisions, cognitive RPA solutions can help in the limit management process through the use of RPA for data assimilation and machine-learning techniques to help with the decision-making process.
  • Reconciliation. Reconciliations occur at many levels in banking and also form a key precursor in internal and external management information reporting. Most of the processes in the reconciliation process especially in the area of data gathering and preparation are manual in nature and are potential applications for RPA.
  • Stress testing. Comprehensive capital analysis and review (CCAR) stress testing processes involve the aggregation/netting of multiple lines of business revenue and expenses for reporting and forecasting. Line items in FRY 14 reports need to be forecasted based on the economic variables provided by the Federal Reserve. Most of the processes involved in reporting and forecasting are typically manual making a good candidate for RPA

Taking a Cautious Approach
While the expectations are high for RPA adoption in risk and compliance functions, there are certain uncertainties that are making banks tread with caution before fully adopting the technology. For example, the lack of formal or defined requirements from regulators on use of RPA technology for automation and the fact that many banks still have manual processes that are not very well documented or stable is a concern. In addition, many banks are still in the process of putting in place an enterprise-wide RPA adoption and a governance framework.

In terms of current adoption levels, banks are still in early stages of RPA adoption, as the technology is still evolving. Current strategy is mostly revolving around implementation of point-based RPA solutions and this is expected to continue until the concept becomes stable with proven benefits for risk and compliance. Though banks are running large number of proof of concept scenarios, the conversion into actual production cases is only about 20%. Going forward, we expect banks to take a more measured approach. As point-based solutions will be effective only in the near term, integration with natural language processing techniques and machine-learning solutions will likely accelerate RPA adoption in the future.

New Podcast: Innovation in Compliance

FCPA Compliance & Ethics -

As the Compliance Evangelist, one of the most exciting things about practicing in the compliance space is the continual innovation I have seen since 2007. All parties to compliance, the regulators, corporations, services providers and vendors, continually innovate. Everyone has a role in this innovation process. Compliance itself has moved from a largely paper program, [...]

The post New Podcast: Innovation in Compliance appeared first on Compliance Report.

Europe Tops Most Livable Cities Index

BRINK News -

European cities dominate the 2018 Mercer Quality of Living City Survey. Three of the top five cities on the list are in Europe—Vienna, Zurich and Munich—with Auckland and Vancouver making up the remaining two. Vienna retained its first-place status for the ninth year in a row. The top cities in Asia and Latin America—Singapore and Montevideo—rank 25th and 77th.

The survey is conducted annually by Mercer to enable multinational companies and other organizations to compensate employees fairly when placing them on international assignments. In addition to data on relative quality of living, the survey contains hardship premium recommendations for more than 450 cities throughout the world.

A number of factors—ranging from political stability to the availability of food and consumer goods—determine quality of living in a modern city. Although cities in emerging markets have invested heavily in infrastructure and accommodations to attract foreign talent and business, Western cities remain dominant in terms of quality of life.

The Importance of Infrastructure

Over the past half-decade, a rash of global geopolitical events has exposed a slow drift toward nationalism, tribalism, and economic protectionism. Nevertheless, globalization still continues apace, requiring companies to be ready to attract the most talented global workers through attractive living standards.

“Organizations considering opening an office in a new location should make a short-, medium- and long-term assessment of the city’s infrastructure,” said Slagin Parakatil, principal at Mercer and global product owner for its Quality of Living research. “Decision-makers increasingly acknowledge that globalization is challenging cities to inform, innovate and compete to attract people and investments—the key to a city’s future.”

The Top Performers

Despite lingering uncertainty about the state of the European Union in the wake of Brexit, a wide range of European cities appears at the top of the Mercer ranking. Switzerland and Germany share six cities in the top 10: Zurich (2), Munich (3), Dusseldorf (6), Frankfurt (7), Geneva (8), and Basel (10). Munich jumped to 3rd place from 4th in Mercer’s 2017 survey on account of “a concerted effort to attract talent and businesses by continuously investing in high-tech infrastructure and promoting its cultural facilities,” according to the ranking.

Not all European cities went up in the rankings. Stockholm dropped three places to 23rd as a result of the April 7 terror attack; London was bumped down one spot to 41st as a result of “persistent issues with traffic congestion and air pollution.”

In North America, Canadian cities largely outrank cities in the U.S. Four Canadian cities—Vancouver (5), Toronto (16), Ottawa (19), and Montreal (21)—made the list above. San Francisco (30) is the United States’ highest-ranked city, followed by Boston (35), Honolulu (36), Seattle (44), and New York (45). Increasing crime rates caused Los Angeles (64) to drop six places.

In the Middle East, Dubai (74) continues to rank highest for quality of living, closely followed by Abu Dhabi (77), which climbed up two places. Only four other cities in the region made the top 100, including Muscat (70), Tel Aviv (87), Manama (93), and Kuwait City (99).

In Asia, Singapore remains the highest ranking city in 25th place. Five Japanese cities performed well: Tokyo (50), Kobe (50), Yokohama (55), Osaka (59), and Nagoya (64). Other notable cities in Asia include Hong Kong (71), Seoul (79), Taipei (84), Shanghai (103), and Beijing (119).

Political Instability Drags Down the Poor Performers

Issues including political instability, poverty, and extreme climate pushed a number of cities across the Middle East, Africa, and South America to the bottom of the rankings. Damascus (225), Sana’a (229) and Baghdad (231) are the three lowest ranked cities in the Middle East, with Baghdad occupying last place on the list at large. Bangui (230) and Port-au-Prince (228) are the lowest-ranked cities in Africa and South America, respectively.

Learning from the strengths and weaknesses of the cities in Mercer’s survey could provide a blueprint for finding talent in an increasingly international world. “Attracting and retaining the right talent is set to be one of the key challenges for businesses over the next five years,” said Ilya Bonic, senior partner and president of Mercer’s Career business.

“An increasingly diverse workforce is both more mobile and digital with highly diverging requirements and aspirations in terms of career, lifestyle and ultimately where and how they want to work. Companies need to consider these factors in their value proposition to both their local and their expatriate employees.”

The full survey is available here.


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