Legal news and trends for Canadian in-house counsel and c-suite executives
Issue link: https://digital.canadianlawyermag.com/i/50885
EDITOR'S BOX By Jennifer Brown INHOUSE Group Publisher: Karen Lorimer Editorial Director: Gail J. Cohen Editor: Jennifer Brown Staff Writer: Robert Todd Copy Editor: Katia Caporiccio Art Director: Bill Hunter Account Co-ordinator: Catherine Giles Advertising Sales Representatives Legal Suppliers: Kimberlee Pascoe Tel: (905) 841-6480 x4052 E-mail: kimberlee.pascoe@thomsonreuters.com Law Firms: Karen Lorimer Tel: (647) 288-8018 E-mail: karen.lorimer@thomsonreuters.com Sales Co-ordinator: Sandy Shutt Tel: (905) 841-6480 x2041 E-mail: sandra.shutt@thomsonreuters.com Canadian Lawyer InHouse is published 6 times a year by Thomson Reuters Canada Ltd., One Corporate Plaza 2075 Kennedy Rd., Toronto ON. M1T 3V4 (905) 841-6480. Fax : 647-288-5418 Web: www.canadianlawyermag.com/inhouse LinkedIn group: www.goo.gl/9tytr Editorial advisory board: Robin Brudner, MLSE Ltd.; Sanjeev Dhawan, Hydro One Networks Inc.; Kari Horn, Alberta Securities Commission; Jonathan Lau, TVO; Janis Vanderburgh, York Region Rapid Transit Corp. All rights reserved. Contents may not be reprinted without written permission. The opinions expressed in articles are not necessarily those of the publisher. Information presented is compiled from sources believed to be accurate, however, the publisher assumes no responsibility for errors or omissions. Canadian Lawyer InHouse disclaims any warranty as to the accuracy, com- pleteness or currency of the contents of this publication and disclaims all liability in respect of the results of any action taken or not taken in reliance upon information in this publication. Publications Mail Agreement #40766500 ISSN 1921-9563 Copyright © 2011 H.S.T. Registration #R121349799 To subscribe or change addresses Call 905-841-6480 x2732 Fax 905-841-6786 or e-mail Jacquie Clancy at jacquie.clancy@thomsonreuters.com RETURN UNDELIVERABLE CANADIAN ADDRESS TO: CIRCULATION DEPARTMENT One Corporate Plaza 2075 Kennedy Rd., Toronto ON. M1T 3V4 Indexed in the Canadian Periodical Index www.canadianlawyermag.com/inhouse The proactive internal investigation reaction? Sit back and wait for them to knock on the door with a search war- rant? Blow it off, hoping it ultimate- ly won't go anywhere, or would you immediately start an internal investiga- tion of your own? Kristine Robidoux provides a great I example of why it's a good idea to get to the root of a matter early on before law enforcement gets too far ahead of you. Robidoux, a partner in the Calgary office of Gowling Lafleur Henderson LLP, spoke as part of a panel discussion called "Government and Internal Investigations" at the annual Canadian Bar Association conference. She was part of the team that assisted Calgary-based oil and gas com- pany Niko Resources Ltd., in its 2009 investigation when the company learned it was the subject of an RCMP investigation into its activities in Bangladesh. In June, Niko was hit with a $9.5-mil- lion fine for its actions in that country (see Robert Todd's story on page 24). However, Robidoux says it could have ended much worse. Niko could have chosen to sit back and wait for the Mounties to arrive with a search warrant but it didn't. Instead, after learning about the investigation by the RCMP, Niko's audit committee authorized Gowlings to carry out an investigation so it could know in advance anything the RCMP was learning. What transpired after that was a learn- ing process for all involved. It was dif- Correction: In the August 2011 issue of f you received information that your organization was going to be the subject of an investigation by a regulator or law enforcement agency, what would be your first ficult and expensive for the company, but as Robidoux pointed out, everyone involved, including the company, as well as the Crown prosecutor and the authori- ties they worked with on the guilty plea, agrees the company wouldn't have been dealt with as leniently if it wasn't for the internal investigation that was conducted. It became a "significant mitigating factor in their favour." The internal investigation involved seizing computers with 10 terabytes of data that was drawn on by the company throughout the investigation. As informa- tion from the investigation came to light, the lawyers were able to go back and trace what were potential improper payments. The legal team could respond quickly. So what should other companies that find themselves in a similar situation do? Robidoux's advice is to mobilize quickly. As soon as it is known that there is an issue that puts individuals or the company at risk, an internal investigation should take place. Regulators will ask, "When did you learn about this and what did you do?" Be prepared to justify your actions after the fact. Have good investigation protocols in place and identify beforehand the types of risks in your industry. Most in-house counsel won't have to deal with foreign corruption, a securities regulator, or com- petition bureau investigation, but most will have to deal with situations like employee fraud, complaints from internal compliance, or sexual harassment. Know- ing what the processes should be before you need to launch an investigation is just good management. IH , the number of employees at Hudson's Bay Co. was incorrectly stated in the article "Bring it in-house." There are approximately 50,000 employees at the company. Send your news and story ideas to jen.brown@thomsonreuters.com INHOUSE OCTOBER 2011 • 3 Canadian La wyer InHouse