Category Archives: Uncategorized

Catching up

I was working on another project, and could not do my postings as timely as I would like.  But here’s a bunch of news items I wanted to write about:

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Filed under Compliance, Compliance, Controls, Corporation, Directors, Duty, Duty of Care, Employees, Governance, Lawyers, Oversight, Ownership, Privacy, Third parties, Uncategorized

Shameless self-promotion, chapter 2

I did a presentation today to the Houston Chapter of ARMA on the question of “Duty.”  This explores the fundamental dichotomy between autonomy and compliance.  A rough draft of the presentation, together with audio, is available at the following link:

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Hypothetically speaking

Do you rely on the contract?

Assume that use a service, you needed to first agree to the contract.  The contract requires that you can’t use the service for an impermissible purpose.  You use that service for an impermissible purpose and the service shunts you off to LaLa Land.  Your reaction?  Investigate.

“Uber’s ‘Greyball’ Draws U.S. Scrutiny,” The Wall Street Journal, May 5, 2017 B1. Prosecutors are looking a Uber’s Greyball program, which was designed to prevent people from using the Uber app for a purpose purportedly prohibited by the Uber terms of service.

The facts aren’t all in yet.  But if the government was violating the terms of service, can they now prosecute Uber for catching them?

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What happens when you have a duty to disclose information to your shareholders and you try to hide that disclosure?

“Fox Faces Probe In Ailes Settlements,” The Wall Street Journal, February 16, 2017 B3.  Company incurs at least $35 million to deal with sexual harassment claims involving the former CEO.  But maybe they didn’t tell their shareholders enough information about these payments.

If this is happening on a big issue, what does it say about the reliability of internal reporting on other issues?  Is legerdemain acceptable corporate behavior?

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Filed under Access, Accuracy, Board, Collect, Communicate, Compliance, Compliance, Compliance, Corporation, Data quality, Directors, Duty, Governance, Inform market, Inform shareholders, Information, Management, Oversight, To report, Uncategorized, Value

Compliance is tricky

What happens if you fire an employee for complaining about how you do things?

“Wells Fargo Firings Get Scrutiny,” The Wall Street Journal, November 17, 2016 B1.  Employees fired for refusing to break the law in the account-cramming scandal may have a claim.  Employees have a duty of loyalty, but a “higher” duty not to break the law.

When Congress gets excited, it’s seldom good news.


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Filed under Compliance, Compliance, Controls, Corporation, Duty, Employees, Governance, Internal controls, Management, Oversight, To report, Uncategorized

Who or what?

Who or what governs what you do and don’t do?

“Legislators Barred From Taking Office,” The Wall Street Journal, November 16, 2016 A13.  Incoming legislators who decided to change the oath of office to add words of allegiance to a “Hong Kong nation” were barred from office for violating the Basic Law and for not being sincere or solemn.

Were these two legislators-to-be (or not to be) subject to the governance of the Basic Law (the constitution-like document governing Hong Kong post-1996) or the Standing Committee of China’s National People’s Congress?  Or just unclear on the duties involved in taking an oath?

And can you be punished/sanctioned for not being sufficiently sincere?  And does anyone recall an oopsie and subsequent re-do by the Chief Justice in giving President Obama his oath of office?

And, finally, did the legislators-not-to-be understand the value of the addition of those words?  Content matters.

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Filed under Compliance, Content, Controls, Governance, Information, Internal controls, Legal, Oversight, Third parties, Uncategorized, Value

Who owns it?

Who owns your information?

“FCC Moves To Tighten Marketing Of Data,” The Wall Street Journal, October 28, 2016 A3.  Finally, consumers get some limited privacy protection.  Internet providers need to secure the customers’ ok before marketing their consumers’ sensitive information like search history.

Leaving aside that a customer’s right to privacy is somewhat shadowy and ill-defined, created as it was (sort of) by the Supreme Court, and that the FCC doesn’t have the charter to protect privacy, per se, this seems like a step in the right direction.  But are we just going to get another click-through we don’t read?

But nice to know that we have some rights with respect to our data.

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