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Tribute to Hawking: Black Holes Everywhere

FCPA Compliance & Ethics -

Black holes lost a mentor yesterday as Stephen Hawking died. While Hawking’s stature no doubt merits a full blog post on its own, when someone holds the same academic chair as Sir Isaac Newton and also plays himself on an episode of Star Trek: The Next Generation; there is probably not much more that can [...]

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Workplace Harassment—How Do We Define it?

BRINK News -

Gender discrimination has long been a problem that seems to flourish in darkness. Sexual harassment, hostile work environments, pay gaps, and other acts of gender discrimination tend to multiply rapidly when those in power abuse their position and when those who observe discrimination don’t report it or intervene.

Bystander inaction isn’t illegal, but managers or supervisors who do not report inappropriate behavior can create liability for their company. Whether small or large, hidden acts of discrimination, negligence or aggression spin webs around our lives—paralyzing, silencing, and creating confusion and harm.  

In the wake of #MeToo and #TimesUp, men and women are shouting, “Yes! This needs to end and end now.” But then everyone turns to each other and asks, “Okay, what now?” 

Define the Problem First

The first step is to deconstruct the problem. Albert Einstein is often quoted as saying, “If I had only one hour to save the world, I would spend fifty-five minutes defining the problem, and only five minutes finding the solution.” 

So, how do we define the problem? The issue of sexual harassment has appeared in four main ways:

  1. Physical or verbal harassment
  2. Victims of physical or verbal harassment feeling intimidated or afraid to speak up
  3. Leadership covering up or failing to report incidents of sexual harassment or discriminatory acts, creating liability for their company
  4. Those engaging in the offensive behavior failing to acknowledge or take responsibility for their roles, even when directly confronted
The Flood Lights Are On … All the Way On

We are experiencing an unprecedented moment of illumination in the history of humanity. Over the past several months, women and men have come forward by the thousands and used their personal stories to shine light into the darkest corners of gender discrimination and sexual harassment.

Most recently, we have seen a great wave of activism among women and men in the media and entertainment industry. People worldwide are joining them and leading a charge—with growing impatience—to push for real change. 

This exposure could be part of a solution to stopping harassment by removing the fear and stigma of coming forward. Companies in all industries have stepped forward and responded, declaring zero-tolerance policies, including the venture capital community

Zero Tolerance of What?

But while these declarations come from a good place, in reality we haven’t yet answered the question, zero tolerance of what? And in the absence of clear definitions, people are nervous that a simple hug or inappropriate joke might ruin their career. 

This has exposed a fifth way that the problem has loomed: Not everyone fully understands what sexual harassment is.

Sexual harassment has lived in the dark for so long that many of us cannot fully articulate the difference between unlawful and unwelcome behavior—and everything in between. 

As a result, it’s no surprise that questions arise about how to define, categorize, and eradicate these acts. Words do matter, but while some acts might be offensive or annoying, they aren’t sexual harassment. Although there is a legal definition of sexual harassment, what was clear was that it isn’t very clear. 

The Risk of a Backlash

Deborah Kelly, a partner with the firm of Manatt, Phelps & Phillips, specializes in all aspects of employment law and acknowledges that while reawakened attention to sexual harassment is to be applauded, unless the “what is it” is properly understood, a backlash could wipe out any gains made.  

“The answer to sexual harassment is not more gender discrimination,” she says. “It is not a solution to say ‘it’s too complicated and subjective so to avoid even an appearance of impropriety, our company won’t allow men to travel with, dine with, or attend corporate social events with women—and we will have only same-sex mentoring too.’”

“That is not an abundance of corporate caution—it’s flat out gender discrimination. In these situations, you should ask yourself—if I substituted ‘woman’ for ‘black’ or ‘Jewish,’ would that be appropriate? Of course it wouldn’t; and race, religion and gender are all equally protected under the law.” 

As leaders, it is our role to promote the benefits of diversity at all levels and ensure that men and women are working collegially—and not avoiding contact or interaction.

Filling the Gap in Understanding

Based on what we have learned, Mercer created a chart that we hope will help companies to discern the difference between behaviors that might be obnoxious and those that are unlawful.

The ultimate goal is for everyone—all genders—to feel safe, comfortable, and accepted at work. By working on this problem with empathy and from a common place of understanding, we can untangle the web of gender discrimination and create a proper culture that helps to attract, retain, develop, and value women as equals. 

We are at an inflection point in society—let’s take advantage of this to create equality for all! 

Compliance and the Attorney-Client Privilege

Corruption, Crime & Compliance Blog -

Chief compliance officers have to work closely with the chief legal officer or general counsel on a number of important issues.  In certain circumstances, CCOs  have to be mindful of the importance of the company’s ability to assert the attorney-client privilege.  While CCOs tend to lean in favor of disclosure and transparency as an important principle in promoting a company’s compliance program, there are a number of situations when compliance requires protection of the attorney-client privilege.

Let’s be honest – lawyer can be blowhards and in litigation circumstances, lawyers can fail to see the big picture.  In recent years, litigators have sought to claim expansive interpretations of the attorney-client privilege.  Federal judges are expressing frustration at these broad claims of privilege and beginning to cut back on such claims by reminding attorneys that blanket claims of privilege by the presence of an attorney in a meeting or the listing of an attorney on an email are not going to be sustained.

Lawyers and compliance officers need to pay close attention to the attorney-client privilege, and make sure they take proper steps to protect and promote the use of privilege in appropriate circumstances.  When conducting serious internal investigations or reviewing significant compliance issues, a company’s ability to cloak such determinations with the privilege is critical to the review, the company’s decision and the remediation of the issue, if warranted.

To review the basics, the attorney-client privilege applies to:

  • Communications between an individual and an attorney (or someone acting at the direction of an attorney); and
  • Communications between a compliance officer and an in-house counsel can qualify for the attorney-client privilege so long as it is intended to seek, obtain or provide legal guidance or services.

Compliance officers frequently consult in-house attorneys for guidance on the law, development of compliance policies, and day-to-day discussion of legal implications of compliance issues.

A compliance officer may use legal advice from in-house counsel to provide guidance and respond to an employee question, enforce the company’s compliance policies and procedures, conduct investigation, take corrective actions, and provide reports to corporate leaders.

Courts are imposing increasing burdens on companies that broadly assert attorney-client privilege to compliance activities.  An example of this trend is a 2012 district court decision, U.S. ex.rel Baklid-Kunz v. Halifax Hospital Medical Center, Case No. 6:09-cv-1002, 2012 U.S. Dist. LEXIS 158944 (M.D. Fla. Nov. 6, 2012) (Copy Here).  Every compliance officer should be familiar with this case.

In a False Claims Act context, the magistrate judge addressed the application of the attorney-client privilege to emails and other communications, including the determination of whether compliance documents were prepared by or directed to in-house counsel and compliance staff.

The magistrate judge ruled that communications to an in-house counsel and corporate employees are not entitled to a presumption of privilege.  Specifically, the magistrate judge held that the following communications were not privileged: (1) compliance logs; (2) emails from in-house counsel and compliance personnel; (3) audits and fair market value communications by compliance, finance and case management departments.

A specific issue addressed by the court is important to remember – copying an in-house counsel on internal email will not entitle the company to assert the privilege over the communication.  To be privileged, the communications must directly involve the in-house counsel and for the purpose of seeking or providing legal advice.  Companies have to be mindful of this important limitation when communicating about legal and compliance issues.

The post Compliance and the Attorney-Client Privilege appeared first on Corruption, Crime & Compliance.

Some Thoughts on Corporate Governance

CGI – Corporate Governance Institute -

It is my firm belief that every employee, in an organisation, has a part to play in ensuring effective corporate governance. I have quite deliberately introduced the qualifier ‘good’ into this article. Effective corporate governance does not, in and of itself, mean good corporate governance; good may well be implicit, but I have decided to […]

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Another Way Sexual Harassment Is Pernicious | #YCDEthics

The Network Inc. GRC Blog -

Sexual harassment is morally repugnant. Unfortunately the immorality of the act alone has not eliminated the behavior from the workplace or even elevated the issue to many of the top echelons of corporate America. So let’s approach the issue from another angle and discuss sexual harassment’s negative effect on business decision making.

Another Way Sexual Harassment Is Pernicious | #YCDEthics

Ethics & Compliance Matters™ by NAVEX Global -

Sexual harassment is morally repugnant. Unfortunately the immorality of the act alone has not eliminated the behavior from the workplace or even elevated the issue to many of the top echelons of corporate America. So let’s approach the issue from another angle and discuss sexual harassment’s negative effect on business decision making.

Whistleblowers at the Supreme Court: Digital Realty Trust v. Somers

Corporate Compliance Insights -

Last month, the U.S. Supreme Court issued a decision in the Digital Realty Trust v. Somers case, a closely watched case in the compliance community. Tom Fox reviews the Court’s decision and considers the effect of the decision on a host of actors, including CCOs, compliance practitioners, compliance programs, corporate America and the SEC itself. The post Whistleblowers at the Supreme Court: Digital Realty Trust v. Somers 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.)

The sad results of the second gold rush of the Klondike

CGI – Corporate Governance Institute -

Prior to the 20th century, geologic discoveries were made by prospectors looking for gold. In the 20th century, geologists armed with the necessary knowledge and technology took the lead. They have provided the economy and industry with many different kinds of mineral raw materials: precious and rare metals, nuclear ore, hydrocarbons, rare earth ore, and […]

The post The sad results of the second gold rush of the Klondike appeared first on CGI - Corporate Governance Institute.

How Visible and Invisible Forces Shape Culture

Culture University -

Edward Stack, CEO of Dick’s Sporting Goods one of the largest United States retailers took a bold stand to no longer sell assault rifles. In addition, they will only sell guns to those 21 years and older. At a time when the country is divided over second amendment rights, gun control, and public safety, why would […]

The post How Visible and Invisible Forces Shape Culture appeared first on Culture University.

TRACE Podcast: When Companies Negotiate with Terrorists

Corporate Compliance Insights -

Today, Alexandra Wrage interviews investigative journalist Dorothee Myriam Kellou. Dorothee tells the story of the Lafarge plant in Syria that was ultimately taken over by ISIS.   The post TRACE Podcast: When Companies Negotiate with Terrorists 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.)

Safeguard Marketing and Other Unorthodox Shoplifting Prevention Techniques

Loss Prevention Media -

In an effort to boost sales-and fueled by technology-many retailers are embracing opportunities to enhance customer engagement. They are looking to strengthen bonds with customers in ways that go beyond just offering them the products they want to buy.

Although primarily a marketing trend, this new effort also seems to be an unorthodox strategy to prevent shoplifting, suggests new research into how customer relationship building might lead to better retail security. Marketing and loss prevention have always been intertwined, but the effort to forge a closer bond with shoppers could further enmesh the two functions.

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Get the facts about shoplifting in our FREE Special Report,Tips on How to Stop Shoplifting:   What You Can Learn from Shoplifting Statistics, Organized Retail Crime Facts & Shoplifting Stories right now!

The “showroom strategy” is one way in which retail is trying to recast the shopping experience. With it, retailers don’t lure customers with inventory but with services. Nordstrom Local, which debuted in October, is one such effort. Personal stylists assist with sizing and picking outfits, and customers can even get an in-store manicure, but orders are ultimately placed online. It’s an extreme example, but it does reflect a growing trend.

According to many retail consultants, the retailers that are on the surest track for growth are the ones that adapt their stores to meet the demands of consumers who are increasingly seeking retail ‘experiences’-and not just a place to buy merchandise.

By engaging customers with experiences, suggest marketing theorists, retailers might secure more loyal customers-an important part in the evolution of customer relationship building. In basic marketing, the focus is on transactions, with the goal of acquiring ‘customers.’ Relationship marketing goes a step farther, with a goal of customer retention, and with the aim of developing ‘clients,’ or regular customers.

But is there another step retailers can take? Is there an approach beyond transaction marketing and relationship marketing? There is a new idea that “safeguard marketing” could push the retail relationship with shoppers to the next level-beyond “customer” and “client” to “patron,” suggests a study published in the Dec. 2017 issue of the International Journal of Retail & Distribution Management, “Encouraging shoplifting prevention with quality relationships: A theory of planned behavior perspective.”

The proposed concept of ‘safeguard marketing’ aims to prevent loss and ensure retail safety by transforming shoppers into regular, honest, ethically behaving customers of the retail business-or ‘patrons.’ In addition to being less likely to steal themselves, when ordinary shoppers become “patrons,” they can reduce theft because they make effective informal surveillance agents. If regular customers become patrons, they can actually support retailers in their effort to smoothly and safely run their business.

What does it take to get there? At the heart of the new idea is to examine and promote relationship quality as an additional tool for shoplifting prevention techniques. “The persistent problem of shoplifting requires new managerial tools. We suggest that there is a need for greater relationship quality. This means retailers should make genuine efforts to understand relationship quality and its positive effects on shoplifting prevention,” according to the study. “Therefore, for shoplifting prevention, retail managers may consider improving relationship quality with customers…to safeguard their retail premises from shoplifting.”

Clearly, then, the current trend toward “customer engagement” and the focus on “store experiences” may have beneficial LP side effects, since it may help to enhance the retailer-customer relationship. The hypothesis is that the higher the level of retailer-customer relationship quality, the greater the likelihood that a customer will practice integrity and engage in shoplifting preventive behavior.

As for which particular aspects of new relationship marketing LP might want to advocate, there is still a lot of research and testing to do. The data isn’t in that show exactly how retailers might best harness relationship quality for shoplifting prevention. But some past studies do suggest specific antecedents of retailer-customer relationship quality that could likely impact shoplifting outcomes. These are factors that LP leaders should assess, as they can increase or decrease the quality of relationships-and thus theft.

1. Retailer’s participation in corporate social responsibility and cause-related marketing activities. Research shows that corporate social responsibility enhances customer loyalty by providing a platform to contribute to a particular social cause that is important to them. Researchers suggest it can also be an important step in developing “patrons.” “We expect that a retailer’s participation in corporate social responsibility and cause-related marketing activities positively influences retailer-customer relationship which ultimately stimulates customer’s integrity and shoplifting preventive behavior.”

2. Retailer’s service quality. There are various factors affecting customers’ shopping experience that impact both customer satisfaction as well as their perception of service fairness, trust, and commitment. As such, it is another critical variable of relationship quality that could be leveraged to reduce theft, suggest researchers. “We expect that a retailer’s service quality positively influences retailer-customer relationship which ultimately stimulates customer’s integrity and shoplifting preventive behavior.”

3. Customer’s bond with retailer’s place. As the result of their experience within a physical space, people can form attachments with physical entities, including retail stores. Positive association with a space can help enhance relationship quality, which may encourage shoplifting prevention.

With new technology as a driving force, retail is moving toward more experience-oriented and personalized customer engagement. While it’s not exactly clear how these new marketing strategies may support loss prevention, it seems that they could serve as a new approach to shoplifting prevention techniques. Formal surveillance measures such as installing surveillance equipment and staff training will always be necessary, but research suggests that there is also LP opportunity by enhancing relationships with shoppers and turning them into “patrons.”

The post Safeguard Marketing and Other Unorthodox Shoplifting Prevention Techniques appeared first on LPM.

First French DPAs for Corruption Offences

Program on Compliance and Enforcement, New York University School of Law -

by Antoine Kirry, Karolos Seeger, Alex Parker, Alexandre Bisch, and Robin Lööf

On March 5, 2018, French prosecutors published two Judicial Conventions of Public Interest (“CJIPs” or “French DPAs”) approved by the President of the High Court of Nanterre on February 23. The CJIPs, entered into between prosecutors and two sub-contractors to state-owned utility EDF, SAS Kaefer Wanner (“KW”) and SAS SET Environnement (“SET”), allege that these companies had ceded to solicitations to pay bribes to an EDF procurement manager, and that this behaviour amounted to corruption by them of an individual charged with a public service. KW and SET admitted these facts and their legal qualification[1], and agreed to pay financial penalties of €2,710,000 and €800,000 respectively and compensation to EDF of €30,000 each. In addition, they agreed to submit to monitoring by the French Anti-corruption Agency (“AFA”) for, respectively, 18 and 24 months.

The KW and SET CJIPs are the first to be concluded in respect of corruption offences. Helpfully, they provide (1) detail on the financial incentive of entering into a French DPA for companies with potential exposure for corruption-related offences in France, (2) clarification that co-operation and remediation can significantly reduce the financial penalty, as well as (3) the first examples of monitorships to be supervised by the AFA. However, the crucial question of how a company can qualify for a French DPA remains largely unanswered.

Introduction – Factual Background

In July 2011, EDF informed the police that one of its procurement managers solicited bribes from companies that tendered for EDF contracts, based on information received from one of its service providers[2]. The police’s investigation revealed that bribes had been paid on behalf of a number of companies to the EDF employee in return for EDF contracts. It has been reported that 47 individuals and seven companies ended up being charged, including KW and SET.

KW is a sub-contractor principally to the manufacturing, construction, nuclear, and marine sectors. It employs some 1,800 staff and has annual revenues approaching €200m. It was found that between 2004 and 2011, KW had provided the EDF employee with approximately €75,000 worth of cash and benefits annually, in return for EDF thermal plant maintenance contracts worth €33m.

SET is a pollution clean-up company, employing 125 staff and with annual revenues of approximately €18m. The investigation found that between 2009 and 2012, SET had provided cash and benefits worth €136,621.28 to the EDF employee in return for EDF contracts worth €5m.

KW and SET were charged in May and June 2015 with bribing a person charged with a public service under Article 433-1 of the French Criminal Code.  In mid-November 2017, the CJIP procedure was started, leading to their conclusion in mid-February 2018.

Confirmation of the Financial Incentive to Enter into a French DPA

The financial penalty under a CJIP should be an amount “proportionate to the benefits obtained from the established misconduct”[3]. In these cases, the CJIPs applied as their starting point the gross profits made by KW and SET from the contracts obtained through corruption, calculated as €3.3m for KW and €680,000 for SET. These amounts were designated payable by way of restitution of unlawful gains, and used as the starting point for the calculation of the financial penalty (see further below).

Under French criminal law at the time of the commission of the offenses in question, corporate corruption offences attracted a maximum fine of €750,000. This was the paltry fine imposed on oil major Total following its February 2016 conviction of large scale corruption of Iraqi government officials between 2000 and 2002 in the context of the “oil-for-food” program.[4] The starting points for the calculation of the penalties under a CJIP for both KW and SET were therefore multiples above the maximum penalty they would have faced following a conviction.

However, the CJIPs make it clear that in addition to the fine, following a conviction KW and SET would have been liable for confiscation of the value of the total income obtained from the corruption, i.e. up to the full €33m and €5m respectively.

Given that the CJIP regime does not provide for confiscation, in corruption cases the total financial penalty that can be imposed under a CJIP will almost always be materially lower than what it would be following a conviction.[5] This is particularly so for cases where the conduct occurred after December 6, 2013 when the maximum fine for corporate corruption offences increased to ten times the profits derived from the corruptly obtained business.

The KW and SET CJIPs also provide guidance on the factors taken into account in fixing the financial penalty.  These further reinforce the financial incentive for companies with potential exposure in France for corruption-related offences to seek to enter into a CJIP.

Co-Operation and Remediation Can Reduce the Financial Penalty to Below the Gross Profits Derived from the Corrupt Business

From the starting point of the gross profits from the corruptly obtained contracts, the financial penalties actually imposed on KW and SET were fixed taking into account a series of aggravating and mitigating circumstances.

In respect of both companies, the aggravating circumstances were said to be, (1) the duration of the corrupt conduct (eight and four years), and (2) the fact that it concerned corruption of a provider of a public service. Notably absent from this list is the involvement of senior staff, in particular for SET where the chairman, secretary-general, and CFO were all directly implicated.

It is, however, the mitigating circumstances which are most noteworthy. In respect of KW, the prosecutors noted that although the company had not self-reported, it should be given credit for co-operating with the investigation following the search of its premises. KW was also given credit for an extensive remediation program started in 2012.  This program included training of staff, significant governance and policy reforms, a risk assessment, and the provision of a whistleblowing framework.

The weighing of the aggravating and mitigating circumstances resulted in a KW’s financial penalty being set at €2,710,000, i.e. almost €600,000 less than KW’s gross profit from the corruptly obtained contracts.[6]

For SET, the mitigating circumstances retained were the departure or dismissal of the implicated chairman, secretary-general and CFO.  Following a January 2014 buy-out, there was therefore both new ownership and management untainted by the corrupt conduct.

The combination of aggravating and mitigating circumstances in SET’s case led to the imposition of an additional penalty of €120,000 on top of the €680,000 gross profit, resulting in a financial penalty of €800,000.

The KW and SET CJIPs therefore provide a helpful indication that self-reporting, co-operation, and remediation may serve to reduce the financial penalty imposed, sometimes to even below the gross profits derived from the corruptly obtained business.

AFA-Supervised Monitorships

In addition to the financial penalties (and the €30,000 in compensation for EDF), both KW and SET will be subject to AFA-supervised monitorships for 18 and 24 months respectively. The costs, borne by the companies monitored, are capped at €290,000 for KW and €200,000 for SET. For KW, the express objective of the monitorship is to ensure compliance of its existing anticorruption program with the obligatory requirements for an anticorruption program set out in Article 17 of Sapin II.

Conclusion – The Criteria to Qualify for a French DPA Remain Unclear

Despite providing welcome clarifications on the application of the CJIP regime, the KW and SET CJIPs fail to address the issue of most concern to companies facing corruption-related issues in France: what are the criteria used by authorities to decide whether to offer a company to conclude a French DPA? From the three CJIPs[7] to date, it would appear that neither self-reporting nor cooperation is a prerequisite, but that they do serve as mitigating factor for the calculation of the financial penalty.

A Ministry of Justice Circular to prosecutors dated January 31, 2018[8], but apparently only distributed on March 1, 2018, states that when deciding whether to offer a CJIP, prosecutors may wish to take into account (1) the company’s antecedents, (2) whether it voluntarily disclosed the relevant facts, and (3) whether it cooperated with the investigation. The only firm guidance in the Circular is that, in most cases, a company would not be offered a second CJIP.

Companies and their advisers therefore still await reliable guidance from French prosecutors and courts on the circumstances where an offer to conclude a CJIP is likely to be made.

[1] This does not amount to a formal admission of guilt and a CJIP does not amount to a conviction.

[2] Neither KW nor SET.

[3] Article 41-1-2 of the French Code of Criminal Procedure. The financial penalty under a CJIP cannot exceed 30% of the corporate entity’s average gross turnover in the last three financial years.

[4] The conviction by the Paris Court of Appeal has been appealed to the Supreme Court and a ruling is expected in the middle of March 2018.

[5] For the sake of clarity, the facts in Total preceded even the reinforcement of the confiscation regime and so a value-based confiscation order could not be imposed.

[6] As of June 1, 2017, the law referred to as “Sapin II” obliges large companies to have in place corruption prevention and detection programs. For large companies it is therefore doubtful that the type of remediation program which benefited KW will weigh as heavily in mitigation.

[7] The first was concluded on October 30, 2017 between the National Financial Prosecutor’s Office and HSBC Private Bank (Suisse) S.A.

[8] Circular No CRIM/2018-01/G3-31.01.2018.

Antoine Kirry is a partner in the Paris office and Karolos Seeger is a partner in the London office of Debevoise & Plimpton. Alex Parker is an international counsel in the London office. Alexandre Bisch is an associate in the Paris office and Robin Lööf is an associate in the London and Paris offices.

The views, opinions and positions expressed within all posts are those of the author alone and do not represent those of the Program on Corporate Compliance and Enforcement (PCCE) or of New York University School of Law.  PCCE makes no representations as to the accuracy, completeness and validity of any statements made on this site and will not be liable for any errors, omissions or representations. The copyright of this content belongs to the author and any liability with regards to infringement of intellectual property rights remains with the author.

Breaking News in the Industry: March 14, 2018

Loss Prevention Media -

Officer accused of stealing vacuum cleaner, instant oatmeal during off-duty security job

A Maryland police officer stole a Dyson vacuum cleaner, instant oatmeal and two boxes of condoms during his off-duty security job at a Walmart store, according to Montgomery County Police officials and a statement of charges the department filed Sunday. The officer, Jose A. Barahona, 25, of Silver Spring, took the items during “a continuing course of conduct” in the store in Germantown, according to court filings, which also state that store surveillance video shows that Barahona took additional, unknown items going back to late last year. The officer, who joined the Montgomery County force four years ago, most recently worked patrol in the county’s Wheaton District. He has been suspended from duty, with pay, pending “the completion of this investigation and future court action,” police officials said in a statement.
Barahona faces three misdemeanor counts: theft scheme ranging from $100 to $1,500; theft in that same range; and theft under $100. He could not be immediately reached for comment. It is unclear if he has retained an attorney. “This was a series of horrible decisions by the officer,” said Capt. Paul Starks, police spokesman. “We are taking this case seriously and will investigate it to its fullest.”The investigation of Barahona began in February, when a Walmart loss prevention associate, who suspected that Barahona was stealing, contacted Montgomery County Police, according to court records. Sgt. Robert Rollins went to the store, spoke with the employee and watched surveillance video. He recognized his colleague on the video, according to court filings. [Source: The Washington Post]

C-store employee stole more than $14,000

In Pennsylvania, an employee at the Centre Hall Snappy’s Convenience Store is facing charges after allegedly stealing more than $14,000 in money deposits she was responsible for making on behalf of the store. Snappy’s accounting department reported to the district store manager on Dec. 20 that a daily deposit had not been made since Dec. 11. The district manager then contacted Tracy L. Addleman, 40, who was responsible for making the daily deposits, and Addleman couldn’t explain why they had not been made. On Dec. 21, the district manager told state police that she retrieved the daily deposit prepared by Addleman, but found it was $258 short. When confronted by the district manager and a human resources staff member about the missing deposits, Addleman only said that she was keeping them in her car but that the money wasn’t currently there, according to a criminal complaint. After being told she had one last chance to get the money, Addleman allegedly went to her car and returned with four Ziploc bags containing about $1,800 in cash. Three of the bags had deposit slips stating greater amounts than were inside the bags. The district manager told police that in total Addleman was responsible for the loss of $14,101.22 over more than a week. Addleman was charged with felony counts of theft by unlawful taking, theft by deception and receiving stolen property. She was arraigned on Monday before District Judge Thomas Jordan and released on $20,000 unsecured bail. A preliminary hearing is scheduled for March 21.  [Source:]

Shoplifting suspect was carrying drugs, loaded gun

Canton Ohio Police say the young man who left a local Walmart store without paying for a cellphone accessory was carrying a loaded gun and bags of illegal drugs. Dustin Keith, 30, who has no permanent address, was arrested at the store at 3200 Atlantic Blvd. NE at 12:10 a.m. Tuesday on charges of carrying a concealed weapon, theft, possession of a controlled substance and drug possession, according to Stark County Jail records. Canton police reports show that he was carrying “a concealed handgun with an inserted magazine containing ammunition” when he left the store without paying for the accessory. He also had two bags containing undisclosed amounts of cocaine and marijuana.Keith remained in the jail later Tuesday afternoon, held in lieu of $52,000 bond pending a Canton Municipal Court hearing.  [Source: CantonRep]

Shoplifting arrest after 10-mile car chase, crash

A Folsom, California, man is facing charges of shoplifting and evading law enforcement after a tool theft from North Auburn’s Home Depot led to a wild car chase that ended when it crashed through a fence into a Newcastle home’s front yard, the Placer County Sheriff’s Office reported. Stephen Daniel Crawford was arrested at Wednesday’s crash scene in Newcastle and spent a day behind bars before being released Thursday. A photo released by the Sheriff’s Office shows a banged up sedan behind a fence next to a house, with oranges from a nearby tree knocked onto the ground. Crawford, 19, was reported by staff to be stealing power tools from the North Auburn home improvement store at 7:10 p.m. on Wednesday, the Sheriff’s Office said. Employees supplied dispatchers with vehicle and suspect descriptions, and deputies were able to quickly locate the suspect car a short distance away from the store. Deputies attempted to get the driver to pull the car over to the side of the highway but the suspect took off, the Sheriff’s Office said. The vehicle pursuit continued through Auburn to Interstate 80 and then toward Newcastle, where the suspect exited.After an estimated 10 miles of driving with a law-enforcement tail, the suspect ended up crashing the car through a fence and into the yard of a home. He sustained minor injuries and was medically checked at a hospital before being booked into the Placer County Jail, the Sheriff’s Office reported. [Source: Dayton Auburn Journal]

Police say suspect stole over $10,000 from local retailer

A major theft case involving a large amount of merchandise stolen in November from the Coldwater Meijer store has resulted in the arrest of a suspect taken into custody last week. 36-year old Derek Butler of Coldwater surrendered at the Branch County Jail Friday and was arraigned in Branch County District Court on 3 counts of first degree retail fraud and also on a child support charge. According to Coldwater City Police, the items with an estimated value of $10,000 were reported stolen on November 23 and November 29, 2017. The surveillance camera at Meijer spotted the license plate on the car used in the thefts and allowed police eventually to learn where Butler lived.
A search warrant signed in early February allowed officers to enter the suspect’s home on West Chicago Street where they found much of the merchandise including TV’s, computers, electronic games, drones and children’s toys. Police also said items taken from the Walmart store in Coldwater were discovered at Butler’s residence.
Butler’s bond was set at $30,000, ten percent allowed, and Butler is due back in Branch County District Court for a probable cause hearing March 15, 2018.  [Source: WTVB4 News]

Retailers using third-party company to lock returns

Major retailers, including Best Buy, JCPenny, Victoria’s Secret and a variety of others, have been tracking the return habits of shoppers and secretly punishing those who are suspected it be abusing return policies. According to a report in the Wall Street Journal, the retailers are making use of the services of a third-party company, The Retail Equation, that keeps a running tally of all returns made by each customer in order to prevent potential fraud. The Retail Equation, which is based in Irvine, California, claims on its website to be responsible for approving nearly 610 million returns. The company also claims to approve over 99 percent of all returns. Retail fraud is a legitimate issue for retailers. According to a 2017 survey conducted by the National Retail Federation, retailers estimate about 11 percent of all sales are returned and about 11 percent of those returns are believed to be fraudulent. However, it appears that in some cases, The Retail Equation may crack down on the wrong customers.  According to consumers, the service being utilized by a number of major retailers is not as generous as it claims. One Best Buy customer, Jake Zakhar, reported that he was banned from making a return with the chain for a year due to previous returns tracked by The Retail Equation. “There should be no secret databases. That’s a basic rule of privacy practices,” Ed Mierzwinski, consumer program director at the Public Interest Research Group, told the Associated Press regarding The Retail Equation. “Consumers should know that information is being collected about them.” [Source: International Business Times]

The post Breaking News in the Industry: March 14, 2018 appeared first on LPM.

Lobbying Disclosure Sought @ 50 Companies

Corporate Governance -

Lobbying disclosure remains a top shareholder concern for the 2018 season, as evidenced by proposals filed at 50 companies by 74 institutional and individual investors. A coalition is asking for lobbying reports that include federal and state lobbying payments, payments to trade associations used for lobbying, and payments to any tax-exempt organization that writes and endorses […]

The post Lobbying Disclosure Sought @ 50 Companies appeared first on Corporate Governance.

Suspect Tries to Run over Elderly Woman after Being Caught Shoplifting

Loss Prevention Media -

A man has been charged with a hit-and-run that he allegedly committed back in August of 2017. According to a criminal complaint, Perry H Brooks, 51, of Racine, Wisconsin, hit an 85-year-old woman with his car after the victim saw Brooks shoplifting. According to the complaint the victim witnessed the shoplifting at the Dollar Tree in the Village of Mt. Pleasant and reported it to staff. “Witnesses then state that [the victim] left the store, and while standing on the curb, the suspect entered his vehicle to strike [the victim], shaking his fists at her, and then turned causing the back of the vehicle to strike [the victim], causing her to fall to the curb,” said the criminal complaint. Authorities said in the complaint video showed that the car never slowed down as Brooks allegedly drove it towards the victim. The victim was transported to the hospital with knee pain. A witness identified brooks in October of 2017. [Source: TMJ4 News]

The post Suspect Tries to Run over Elderly Woman after Being Caught Shoplifting appeared first on LPM.

Leaders, Why You Need Disequilibrium (Part 2)

Leading in Context -

By Linda Fisher Thornton This post is Part 2 in a series. In case you missed the first one, here is 450th Post: Leaders, Why You Need Disequilibrium (Part 1). In the first post, I explored why leaders need to embrace disequilibrium. In Part 2, I explore how disequilibrium helps leaders deal with catastrophic change. Disequilibrium Drives Adaptation Accepting disequilibrium instead of trying to fight it, we can turn our attention to figuring things out as the landscape changes around us.


CGI – Corporate Governance Institute -

Article by Dr Dicky Els and Terrance M. Booysen With the accelerated pace of global development, fuelled by South Africa’s socio-economic and political uncertainty, there are obvious knock-on business implications that increase business risks, not least of which includes dampening the mood for local investment. It is therefore not surprising to see many organisations downsizing, […]

The post RESILIENCE: A POSITIVE DEVIATION AMID DIFFICULTY appeared first on CGI - Corporate Governance Institute.

Remarks to the SEC Investor Advisory Committee

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

Posted by Jay Clayton, U.S. Securities and Exchange Commission, on Wednesday, March 14, 2018 Editor's Note: Jay Clayton is Chairman of the U.S. Securities and Exchange Commission. This post is based on Chairman Clayton’s recent remarks to the SEC Investor Advisory Committee, available here. The views expressed in this post are those of Mr. Clayton and do not necessarily reflect those of the Securities and Exchange Commission or its staff. Related research from the Program on Corporate Governance includes The Perils of Small-Minority Controllers by Lucian Bebchuk and Kobi Kastiel (discussed on the Forum here).

Thank you, Anne (Sheehan), and good morning everyone. I want to extent a special welcome to their first Investor Advisory Committee meeting to Commissioner Robert Jackson and Commissioner Hester Peirce. Hester previously served on, and contributed substantially to, this Committee. Rob and Hester have brought great intellect, energy, and commitment to the Commission. I also express my gratitude to Jennifer Marietta-Westberg and Heidi Stam, who graciously agreed to dedicate their time as new Committee members. You are joining a valuable group that shares a common and important goal—promoting the long-term interests of America’s Main Street investors. We look forward to your contributions.



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