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Scharf Banks Marmor

Compliance & Corporate Governance

Our lawyers counsel clients on how to establish and implement corporate governance programs, and how to improve business ethics compliance programs to avoid future risks.  We are well-versed in crisis management and advising boards and individual directors -regarding their legal obligations and duties as directors.  Our broad base of experience includes counseling clients in the financial services, manufacturing, consumer products, health services, insurance, consulting, electronics, agricultural and food industries.   Our attorneys have extensive experience working with FDA-regulated companies and their complex compliance issues.  Through our antitrust practice we counsel clients on ways to maximize profit opportunities while avoiding risky or excessively conservative practices.

Our attorneys are experienced in helping companies of all sizes develop compliance programs that actually work, and don’t just look good on paper.  We help clients understand how to best reach employees at all levels with the information they need to conduct business with integrity.   We know that there is no such thing as “one size fits all” compliance.  We recommend starting with a risk assessment to identify areas of concern and methods for prioritization.  When a company has undergone a restructuring, is considering or has made an acquisition, our attorneys develop an appropriate approach to compliance so that the corporate changes don’t result in legal problems.  We understand how to target employees with the right messages, and we use the technology that is most likely to reach employees regardless of their role, functions and locations.

We have deep experience in records management programs, and have helped companies implement programs that prevent loss of key documents, avoid needless expenses for storing records that are no longer needed, and implement “legal holds” when litigation is reasonably anticipated.  We assist in developing policies and procedures for compliance programs, and work to enhance a “culture of compliance.”

For companies with an existing compliance program, we perform a top to bottom review.  We identify areas of concern or verify that the program would be deemed “effective” under the U.S. Sentencing Guidelines.  If a company is facing the imposition of a program as a result of a government enforcement action, our attorneys develop programs to satisfy prosecutors, while also meeting the goals of the business.  Our attorneys speak and publish frequently in the areas of compliance and are authorities on the latest technological tools and new areas of litigation or prosecution.

Representative Matters by Lawyers in the Firm

  • Development of records management program for household products manufacturer.
  • Establishing compliance program for agricultural products manufacturer.
  • Preparing resolution for board of directors of publicly held company regarding compliance oversight obligation.
  • Assisting with creation of job description for chief compliance officer of industrial manufacturer. Revising antitrust compliance policy for financial services company after major antitrust litigation.
  • Creation of policy and compliance program to address risks created by UK Bribery Act for financial industry firm.
  • Creation of training program for medical device company to satisfy requirements of FTC consent decree. Review of compliance program of internet marketing company as part of FTC litigation.
  • Serving as corporate monitor appointed by FTC to ensure compliance with FTC consent decree imposed on major consumer products company.
  • Review of compliance program of gaming company, with recommendations for revisions to corporate compliance committee.
  • Review of investigation and reporting procedures for major industrial manufacturer. Creation of improper payments compliance program for diversified global manufacturer.
  • Benchmarking of compliance staffing and recommendations for department organization for major consumer packaged goods company.
  • Revisions of corporate code of conduct for major consumer products company. Development of risk assessment protocol for major consumer products company.
  • Revision to compliance and business controls program for industrial company after SEC investigation.
  • Review of corporate social responsibility practices for major consumer packaged goods company to assist with 3rd party certification.
  • Preparation of compliance program, including code of conduct, hotline system, board reporting, and investigation protocol for health services company.
  • Serving as compliance monitor for the Competition Bureau of Canada with regard to two major airlines.
  • Developing and delivering antitrust training for major food manufacturer.
  • Reviewing antitrust compliance program in the aftermath of US and international litigation for leading electronic component manufacturer.
  • Review and update of records management program for major insurance company.
  • Review of commercial antitrust training programs for consumer products company. Review of compliance policies, including use of social media, for major food manufacturer. Creation of antitrust compliance program for major processor of recycled metals.
  • Review of compliance website, policies, and training for major consulting firm.
  • Creation of anti-harassment compliance program, including policy, training, and management messages, for major retailer.
  • Development of management training program for major manufacturer.
  • Establishment of compliance program for major food manufacturer.
  • Review of compliance program for major electronics products distributor.