Law_531_Corporate_Compliance_Plan

Darren Dupree Corporate Compliance Plan Week 6 Day 7 LAW 531 – Business Law (9/08/09) October 19th, 2009 Overview – Corporate Compliance Riordan Manufacturing is a world wide company that specializes in plastics. Riordan’s upper management has created a Corporate Compliance Plan to guide ethical standards, business practices, and define employee expectations. Management must lead by example and ensure their actions are in within the guidelines of a professional. This plan will outline the organizations Code of Business Conduct and Ethics, Conduct Standard, Use of Proprietary Assets, Enterprise Liability, Business Continuation, Prevention Management, Clean Air and Water Act, Occupational Safety and Health Administration, Arbitration Dispute Resolution, Federal Trade Commission Act, Intellectual Property Rights, Management and Control, Corporate Governance, Compliance Officer, Investigation and Corrective Action, and a Review. Code of Business Conduct and Ethics Code of business conduct and ethics informs all employees on the organizations ethical expectations. The conduct of all employees is important to the dynamics of Riodran; honesty and integrity are important to the overall company objectives. Corporate integrity is the foundation which Riodran prides themselves on; by insuring all personal are open, honest, and fair when dealing with all customers to ensure customer satisfaction from vendors to consumers, satisfaction is key. Conduct Standards Each employee is responsible for their own actions; each employee must ensure all decisions are based on the best interest of the company. Contracts and all other documents are to be protected, proprietary, and confidential. Employees are encouraged to protect the integrity of the company and its documents, employees are required to report any mishandling or misuse of this policy immediately. Use of Proprietary Assets Company assets are to be used for the benefit of the Company, company assets include, but are not limited to, corporate data, business strategies and plans, financial data, and other proprietary or confidential information about the Company business or its employees, equipment, furniture, vehicles, office supplies, corporate funds, credit cards, employee time, and computer supplies and software (HCSC, 2009). Any misuse of company assets will result in employee disciplinary action or dismissal. Employees must ensure that all assets are used in the proper way and for official business use only. Enterprise Liability Quality Control (QA) is a vital part of Riordan’s legal obligations and compliance. QA ensures are processes and products are within spec to ensure all products are wholesome and within the legal requirements by law. Riordan must ensure all QA programs are continually monitored and within the legal requirements of the host country. Riordan is a world wide company that has to deal with different legal risks and management must ensure personal follow the laws of the host country. Business Continuation Management must continually identify and mitigate known risk and uncertain risks for the company as a whole, internationally. [Enterprise Risk Management (ERM) expands on internal control, providing a more robust and extensive focus on the broader subject of enterprise risk management while it is not intended to and does not replace the internal control framework, but rather incorporates the internal control framework within it, companies may decide to look to this enterprise risk management framework both to satisfy their internal control needs and to move toward a fuller risk management process (COSO, 2004)]. ERM efforts are to introduce control of internal risk throughout the company. This structure or program is an effort by COSO to put responsibility on management through procedures and process that help develop and maintain the organizational management metrics. [The Committee of Sponsoring Organizations (COSO) is a voluntary private-sector organization; COSO is dedicated to guiding executive management and governance entities toward the establishment of more effective, efficient, and ethical business operations on a global basis; it sponsors and disseminates frameworks and guidance based on in-depth research, analysis, and best practices (COSO< 2009)]. All levels of Riordan are evaluated on how they respond to COSO affects on assets and the employees. People or departments that fail to adhere to local, state, or federal laws serve as a regulatory risk and liability that will affect assets, profitability, and can hurt the reputation of Riordan. Riordan must carefully design preventative measures and internal control measures to reduce their exposure to tort liability and criminal penalties. Executives, directors, and managers must reprioritize their interest and put the efforts to develop corporate control and risk management as the first priority. Clean Air and Water Act Riordan deals with all types of plastics around the world, so it is important for the company as a whole to insure every law in every country is followed to the T. The Clean Air and Water Act is a critical component and Riordan must respond quickly and effectively with any violations that might occur. Directors must review and update any company policies in the event of a violation or law change in the given country and work to prevent any reoccurrence which could result in an international media event. Occupational Safety and Health Administration Riordan must continually work to be in compliance with OSHA regulations that will help the company reduce accidents and deaths on company time or property. Violations will be reported and corrected as soon as possible to ensure future occurrences. All OSHA information is available at the HR office or on the bulletin boards located throughout all facilities. Managers are responsible for updated policies and procedures in the event a violation is reported. Arbitration Dispute Resolution (ADR) ADR is a process that allows all parties to resolve any issue and hopefully reduce or eliminate the need for litigation. ADR will be used with mediation through “peer review” in the case of a dispute which will provide each party some options. Consumer disputes will be resolved with Customer Service division, if the issue can not be resolved at the first level it will precede until it reaches the legal counsel. By starting with customer service representatives it allows them to resolve the issue quickly with a product replacement or credit. Federal Trade Commission Act All products produced by Riordan carry an express warranty for the quality, abilities, or performance of the product as provided in the Uniform Commercial Code (Jennings, 2006). Riordan must provide accurate and factual information concerning all products sold to customers which is required by law. Upper Management must work to ensure the company is in compliance of the act to avoid any product liability. Any reports of legal act or negligence must be funneled through the Compliance Officer how can recruit the help of others to address the issue. Intellectual Property Rights Riordan intellectual property consists of trademarks, patents, copyrights, and trade secrets which are critical to maintaining a competitive advantage on the competition. Trademarks are defined under the Lanham Act of 1976 and are defined as a word, name, symbol or other designation that is representative of the organization from others (Jennings, 2006). Management must ensure control on all patents and trademarks are not infringed upon by competition but infringement is not only limited to the competition. The Director of Global Operations will be responsible for ensuring Riordan does not infringe upon others trademarks, patents, copyrights, and trade secrets. If infringement is brought to light concerning one of Riordan’s products executives must be made aware of the situation and determine a course of action with the help of legal council. Management and Control Under the Model Business Corporation Act, Riordan will adhere to all the principles of corporate law in the countries where plants have been established. Riordan will ensure they are operating and complying with all state and federal guidelines and continually monitor changing laws and regulations. Riordan is a profit corporation with unlimited duration, free tr4ansferability of interest, limited liability for shareholders, and centralized management (Jennings, 2006). Corporate Governance Riordan managers are involved with corporate governance and they must ensure that all departments are in compliance with organizational strategies, policies, guidelines, accounting functions, and mission. Internal controls, oversight of risk, management of risks, salary, bonuses, and other critical components of the principles are included in the corporate governance. Upper management must set and write objectives for the company to adhere too; this includes objectives that are fair, efficient, transparent, and effective. Compliance Officer The compliance officer will be responsible for all aspects of the compliance plan. The officer will be located at the corporate headquarters location and report directly to the president of the company. The compliance officer will work with all faucets of the company to ensure each department is within the limits of the compliance plan. Any issues with the plan will be directed to the manager of the department; the compliance officer will report any issues to the president of the company. Violation Reporting All employees are responsible to report all violations of the compliance plan directly to the supervisor or manager. A form will be filed out and an interview will be conducted with the supervisor and the human resources department. In the event that a violation is reported the subject will be questions and an investigation will begin. The company will take the appropriate steps to discipline the person(s) and write a formal complaint to the person(s). Once the person has the complaint they will have 30 days from the notification to respond. In the event that litigation against Riordan is a possibility, management will issue a further investigation into the actions of reporting. Corrective Action Once the investigating is complete Riordan will develop and implement a corrective action plan if applicable. Riordan will take the necessary steps to determine the best course of action wither this be legal action or employee action. Once the corrective action is implemented the case will be closed and the compliance officer will review the case to see if the corrective action warrants a policy change. Review Riordan, with the help of COSO, has developed a quality ERM program to help facilitate and regulate the company. These strong internal controls will help with ensuring the company is within all the legal laws of the countries in which Riordan is established. The compliance plan will serve as an overview on what is required of the company employees and management. A commitment to adhere and comply with all parts of the plan will ensure Riordan is following all laws and has a tight internal control system. References: HCSC Insurance Service Company, (2009). Code of Conduct: Integrity Standard - Proper use of Corporate Assets. Retrieved from http://www.hisc.net/code_conduct/corporate_assets.htm on Friday, October 17th, 2009. Committee of Sponsoring Organizations of the Treadway Commission, (2004). Enterprise Risk Management. Retrieved from http://www.coso.org/documents/COSO_ERM_ExecutiveSummary.pdf on Friday, October 16th, 2009. COSO, (2009). Resource. Retrieved from http://www.coso.org/resources.htm on Friday, October 16th, 2009. Jennings, M., M., (2006). Business its legal, ethical and global environment. Retrieved from the University of Phoenix eBook.