1. Michael J. Bridwell John F. Kuckelman
Implementing an Effective Anti-Corruption Compliance Program: Lessons Learned
Michael J. Bridwell
John F. Kuckelman

2. Getting Started There is no one size fits all Tone at the Top
Examples and benchmarking are useful
But in the end your program will need to be customized
Unfortunately, there is not an FCPA compliance program in a box
Most important advice: develop a program that is risk-based
Tone at the Top
Need executive leadership to sponsor the program
Keep them informed and involved
2/23/2019
Company Confidential
Copyright © 2008 Eli Lilly and Company

3. Getting Started (cont.)
Core Team Formation
Legal and Compliance experts
Don’t forget Privacy Law!
International finance expert
Trainer
Project manager
Communications expert
Consider subject matter experts from functions
Steering Committee/Advisory Committee
International
Cross-functional
Leadership
2/23/2019
Company Confidential
Copyright © 2008 Eli Lilly and Company

4. Getting Started (cont.)
Consultants
They are good sources for examples and benchmarking
But you know your business better than they do
Outside Counsel
They must understand your industry and your business to give you good advice
Knowing what their last client did may be helpful to you, particularly if they worked with someone else in the industry
But trying to do exactly what their last client did will not be helpful to you, particularly if their last client was not from your industry
2/23/2019
Company Confidential
Copyright © 2008 Eli Lilly and Company

5. Getting Started (cont.)
Get out of your office and go talk to the business
Meet with any function that does business outside the United States or that pays third parties from outside the United States
Identify the transactions that are highest risk
Payments to foreign officials
Payments to third parties who interact with foreign officials on your behalf
Identify the policies and procedures already in place that help protect the company
Identify where the anti-corruption program will fit in to existing business processes
2/23/2019
Company Confidential
Copyright © 2008 Eli Lilly and Company

6. Developing the Program
Go back to executive leadership and tell them what you plan to do
Get feedback from your steering committee/advisory committee
Get feedback from the affected functions
Conduct pilots
Regional
Latin America
Europe
Asia
Corporate Headquarters
Conduct focus groups
Program enhancement
Use the pilots to gather real time data to update/enhance the program
Rinse and Repeat
2/23/2019
Company Confidential
Copyright © 2008 Eli Lilly and Company

7. Implementing the Program
Conduct Live Regional Rollouts “Train the Trainer”
Latin America
Europe
Asia
Corporate Headquarters
Give clear direction on what it means for them to implement at the local level
Set-up bi-weekly conference calls for implementation teams
Over communicate
Use Senior Management at Regional Workshops to show support of the program – “Tone at the Top”
2/23/2019
Company Confidential
Copyright © 2008 Eli Lilly and Company

8. Implementing, cont’d
Be prepared to spend a lot of time talking to people
What seems obvious to you is not obvious to them
Language
Culture
Privacy
Do not underestimate the impact of privacy law on your program
Do not underestimate the time needed to notify DPAs
Data Management
paper based system
electronic solution
2/23/2019
Company Confidential
Copyright © 2008 Eli Lilly and Company

9. Post-Implementation Monitor Audit Learn from internal investigations
Follow FCPA legal developments
SEC and DOJ releases
Improve and enhance your program
Drop what is not necessary
Add what is necessary to fill gaps
2/23/2019
Company Confidential
Copyright © 2008 Eli Lilly and Company