Huneke and Carlson on Directors’ Accountability for Compliance and Risk Management

Welcome to the Hughes Hubbard Anti-Corruption & Internal Investigations Practice Group’s podcast, All Things Investigation. In this podcast, I was joined by HughesHubbardReed partner Mike Huneke and Brent Carlson, Director at BRG, to discuss the concepts around their recent paper, Boards of Directors Lovin’ It after McDonald’s? A Fresh Look at Directors’ Duty of Oversight in the New Era of Sanctions & Export Control Corporate Enforcement. Mike Huneke and Brent Carlson are seasoned professionals specializing in fraud compliance, corruption issues, sanctions, and export control enforcement. Huneke’s perspective on the duties of directors in sanctions and export controls is that boards need to be proactive and engaged in understanding and addressing these risks, emphasizing the importance of caution, skepticism, and diligence in overseeing these critical areas of compliance. His views are shaped by his experience in investigating, litigating, remediating, and preventing fraud, as well as his belief in the importance of good corporate governance and risk management. Carlson emphasizes the significance of understanding geopolitics in the context of company operations and advocates for a return to fundamental principles amidst rapid regulatory changes. His perspective is shaped by his experience in assisting companies navigate the complexities of sanctions and export controls, and his belief in the importance of boards actively engaging with management, asking questions, and ensuring thorough investigations are conducted. Key Highlights: Directors’ Role in Export Control Compliance McDonald’s Case: Duty of Oversight Emphasis Dynamic Compliance Monitoring for Export Controls Directors’ Accountability for Compliance and Risk Management Proactive Board Oversight for Compliance Excellence Resources: Hughes Hubbard & Reed website Brent Carlson on Linkedin This podcast is based on:  Brent & Mike’s blog post on directors’ duty of oversight can be found here: Boards of Directors Lovin’ It after McDonald’s? A Fresh Look at Directors’ Duty of Oversight in the New Era of Sanctions & Export Control Corporate Enforcement (Jan. 12, 2024). For more on sanctions and export control compliance in the new era of FCPA-like corporate enforcement, see Brent’s and Mike’s prior posts here: — Brent’s piece that launched the series, When Loopholes Create Liability Pitfalls: A Fresh Look at Export Controls (Aug. 25, 2023). — How can you assess your risk of sanctions violations?  Know Your Customer, But Also Yourself: A Fresh Look at Sanctions & Export Controls Risk Assessments in the Era of the “New FCPA” (Sept. 28, 2023). — If you discover a sanctions problem, how can you efficiently investigate and remediate it?  Slow is Smooth, Smooth is Fast: A Fresh Look at Planning and Executing Internal Investigations into Allegations of Sanctions or Export Controls Evasion (Oct. 30, 2023). — What does that mean for future fines and penalties for export control evasion?  From Peanuts to Prison Time – A Fresh Look at the Evolution of Export Controls Penalties (Nov. 14, 2023). — Why is an FCPA “mindset” required for sanctions and export control compliance, and how to apply one?  The Blind Men and the Elephant (Dec. 18, 2023).