There are many differences between the roles of in-house counsel and chief compliance officer, but for the majority of in-house counsel, you can almost guarantee some lost sleep from worrying about compliance.

At the Association of Corporate Counsel annual meeting, a session titled “Role and Responsibility of the Chief Compliance Officer” discussed many of the similarities and differences of each position, as well as the various reporting structures for the CCO position. The panel featured Barbara Barrett, chief compliance officer, Reliant Care Management; Stephen Daoust, vice president, Legal & Compliance, Iridium Satellite LLC; Suzanne Rich Folsom, general counsel and chief compliance officer, United States Steel Corporation; and John Englert, partner, Saul Ewing LLP.

The panel discussed several traits that make a “great” CCO, including: ethical, courageous, respectable, analytical, detail oriented, approachable, savvy, cooperative and proactive. The “courageous” quality drew the most attention; a CCO must raise their hand when they see something wrong, even if it may lead to them losing their job.

Among the differences noted between the two roles: in-house counsel must have a law degree, be professionally licensed and act in accordance with the rules of professional responsibility. The CCO on the other hand does not require a law degree, although one is preferred. The role also does not require professional licensure and there are no rules of professional responsibility.

The panel began addressing the reporting structures for the CCO role, a topic that has been discussed and analyzed for several years. The various reporting lines included having the CCO report to the CEO/president, Board of Directors or general counsel, and there are also instances where the CCO also is the GC.

Serving in the dual role generated a lively discussion among the panel. They noted that the person in that position could have difficulty understanding which hat they were wearing in certain situations. And if the GC/CCO have difficulty making that clarification, that puts the person or team on the other side of the table in a difficult position as well, as they are not likely to have clarity to the active role of the GC/CCO. According to the panel, this should be mitigated by the GC/CCO by simply making sure everyone involved understands the role they are fulfilling for that meeting or situation. Each of these reporting structures have their benefits, and as long the CCO has the ability and support to perform their duties within the organization, where they report should not matter.

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