June 30, 2022

Codes of conduct have evolved as companies seek to build stronger connections between employees and the organization’s values, policies and procedures. In the second of our 3-part blog series, Scott Schneider, Traliant’s Head of Content Development, discusses what makes an effective code of conduct with Tom Fox on the FCPA Compliance Report podcast. The interview has been edited for length and clarity.

Developing a Code That Employees Are Invested In

Tom: In a routine meeting, the CFO of the business unit once said, “That would violate our code, and we’re just not going to do that.” My reaction was, “Wow, somebody actually listened to the training.” It made me realize the company would stand behind him if he cited the document as a reason for a business decision. Can the code be used in that context?

Scott:  Sure. If you’ve got a positive culture, the code becomes an anchor that keeps you moving in the right direction. If you aren’t quite there, but you’re working on culture and take it seriously, then the code can be the guidepost that tells you where you’re headed. If you have a toxic culture, the code isn’t going to do a lot to help you at times.

Tom: I’ve seen 50+ page codes that thrilled me as a lawyer. But I’m not sure how effective it was for the rest of the company. How have you seen codes evolve?

Scott: There’s a huge difference between codes from 20 years ago and ones you see today. The biggest change has been the realization of who the audience is. The first codes sounded like they were written by lawyers to cover the company’s backside, because they were. 

Today, leaders realize that if you want people to read your code, you must give them a reason. That’s why you see changes in language, the addition of frequently asked questions and a discussion of values.

Tom:  What key areas should a code cover? Should it include basic legal requirements?

Scott: You have to talk about the legal requirements and risk areas that are important, but you need to frame them in terms of basic core values. At the end of the day, those are the things that put an employee on the right path to resolving the problem they’re facing.

Tom: Should you look at the risks your company faces when you design your code of conduct? Should you survey, interview, have focus groups with employees? And when you’re ready to put a code down in writing, should you utilize a wider variety of talent within your organization to get different viewpoints and greater buy-in?

Scott: Absolutely. Too often, codes are written, vetted and approved by small groups of people. A good code is developed holistically. You need to look at the areas where you think an organization is at risk. But you also need to understand what your people think is important. If you want them to be drawn to the code, it’s got to reflect what they think is important. 

Tom: Can a code and the process to design it be presented as evidence to a regulator if they come knocking to demonstrate the culture you’re striving for and that you’re moving in that direction?”

Scott: Yes. You need to be able to tell a story – and a truthful story at that. You can tell a much better story if you’ve talked to your employees and stakeholders about what they care about and why they should care about the code. It will put you in a better stead if the DOJ comes knocking and puts you on the right path.

To listen to the entire FCPA Compliance Report interview with Scott Schneider, go to https://bit.ly/3MYZqyE.

In Part 3, Scott will share his views on how often a code of conduct should be updated and the keys to effective code training.

Read Part 1 and Part 3.

Scott Schneider, Traliant’s Head of Content, is a compliance professional and former attorney. He leverages more than two decades of compliance experience to create impactful training solutions that help employees explore and understand critical compliance and work issues.



Scott Schneider