Ethics and Compliance Oversight Questionnaire 

This questionnaire can be used to generate and guide discussions between the board, the CEO, chief compliance officer, and/or general counsel to evaluate the effectiveness of the company’s ethics and compliance program. 

The questionnaire is adapted from the “Sentencing of Organizations” guidelines (Chapter 8), the “Principles of Federal Prosecution of Business Organizations,” and the Evaluation of Corporate Compliance Programs.  

• Ethical Culture and Values: Foster a culture that promotes compliant and ethical behaviors.
  • How is the company’s ethical culture defined, and what are its core values? How are these values consistently communicated, reinforced, and reflected in company decisions and actions (e.g., promotions, discipline)?
  • How strong is the company’s tone at the top, and how is it reinforced and emulated through all levels of employees?
  • Do employees feel comfortable speaking up about potential problems and reporting alleged misconduct without fear of retaliation? How do you monitor retaliation risk and employee safety sentiment?
  • How is the company building a cohesive ethical culture across widespread operations, both domestic and international?
  • What are the major ethical dilemmas the management team has faced in running the business?
• Oversight and Accountability: Design and implement a compliance program that reduces risk.
  • Who is assigned overall responsibility for the ethics and compliance program, and how are they held accountable for its performance?
  • If this individual holds other responsibilities within the organization, how does the company ensure that ethics and compliance matters are given sufficient attention and resources?
  • Has this individual been allocated adequate resources, staffing, and authority to manage an effective ethics and compliance program? Does this individual have parity in the organization when compared to leaders of other key company functions?
  • Does this individual have direct access to the board and audit committee? How does the company ensure unfiltered access without censoring or undue influence from other members of management?
  • How is the ethics and compliance program integrated into the day-to-day operations, such as investment decisions, employee discipline, incentive plans, recruitment and promotion (including background checks when appropriate), and leadership development?