The Corporate Director Podcast

Episode: Compliance Risks: The Board Perspective
Host: Diligent (Dottie Schindlinger & Megan Day)
Guest: Christy Grant Hart, VP and Head of Advisory Services, Spark Compliance (A Diligent Brand)
Date: April 2, 2025

Episode Overview

This episode dives into the evolving landscape of corporate compliance from a board perspective. With Christy Grant Hart (acclaimed compliance expert, author, and executive) joining the hosts, the discussion spans the latest regulatory risks, the cultural dimensions of compliance, why compliance must be a C-suite and board priority—even in turbulent times, and practical strategies for board oversight. The show blends strategic advice and grounded anecdotes to support modern governance.

Key Discussion Points & Insights

1. The Realities of Digital Communication and Security Risks

• Prompted by recent news: The episode opens with Dottie and Megan musing on US defense leaders’ reliance on consumer messaging apps (e.g., Signal), exposing "imminently hackable" communication (“Use the right app. Use Diligent messenger, for crying out loud.” — Dottie, 02:12).
• Risks: Off-the-shelf, unsecure digital communication poses risks even at the highest levels—reminding boards that secure messaging isn’t optional.

2. Christy Grant Hart’s Compliance Journey

• Background: Former FCPA defense attorney, held chief compliance roles (overseeing 65–100 countries), founded and led Spark Compliance, now acquired by Diligent (05:41–06:26).
• Global Experience: Christy’s international lens frames much of her advice for complex, multinational regulatory realities.

3. Emerging and Underappreciated Compliance Risks

3.1 Fast-Changing Regulatory Environment

• “Biggest risk right now is just the uncertainty and the chronic changing that is happening constantly. It's very difficult to execute a well thought out plan.” — Christy (06:48)
• Rapid, frequent changes in regulations make long-term compliance strategies difficult; organizations need to be agile and well-resourced.

3.2 Modern Slavery, Human Trafficking, and Supply Chain Due Diligence

• Increasing transparency laws (“Canada with $250,000 fines if you get it wrong…”; also, the EU Forced Labor Prevention Act) (07:00)
• Many boards and compliance teams not focused enough here; significant legal, reputational risk.

3.3 Proliferating Local AI Regulations

• Not just EU AI Act — “States and even cities [in the US] jumping in. …all these various requirements for disclosure…there can be individual fines for not.” (07:29)
• Boards must track not only major legislation but also granular, local developments, especially around AI in HR/recruitment.

4. Compliance as a Board Priority: The Disconnect

• Survey data (What Directors Think report): Regulatory compliance ranks low on board agendas and company priorities. (08:23)
• Christy’s Take:
  • Directors may be narrowly defining “regulatory compliance” (as recurring, sector-specific rules) and missing the broader, bigger picture—particularly ethical culture and global risks.
  • “Culture is a major driver of business profitability and talent retention.” (09:34)
• Warning: Ignoring compliance—especially as it relates to culture and ethics—is short-sighted.

5. Bribery & Corruption: The Supply Chain Conundrum

• Survey finding: Only 65% of companies had ethics/employee training; 22% of directors didn’t know what was in place. (09:57)
• Christy’s Reaction:
  • “The training number is what's baffling to me…anti-bribery training is really pretty basic for most companies.” (10:33)
  • Not providing basic anti-bribery training is “indefensible…to a prosecutor, regulator, somebody looking at your program, even…your customers.”
• Notable Warning: Training is “ground zero” for compliance programs.

6. Elevating the Compliance Officer Voice in the Boardroom

• Survey finding: Chief compliance officer ranks low as a desired board presenter (12:22)
• Christy’s Advice to Directors:
  • Remember your personal legal and reputational exposure.
  • Don’t just hear about compliance activities; demand forward-looking, strategic risk analysis. (13:15–14:18)
• Advice to Compliance Officers:
  • “There is a tendency in our industry to report on what you are doing, which is your activities. No one cares what your activities are. …They want to understand forward looking risk, not just backwards looking risk.”
  • Engage boards with strategic risk insights and compelling narratives.

7. Board Oversight of Organizational Culture

• Challenge: Boards are responsible for culture but are physically and contextually removed.
• Best Practices:
  • Use a blend of objective and subjective data: exit interviews, culture surveys, whistleblower stats, focus groups.
  • “Tell me what the trends are. …Compliance officers can do a great service for the board by putting together a plan and monitoring how these different metrics are behaving.” (14:30–15:43)
• Resource: Christy has written a white paper on this process.

8. Final Insights & Looking to the Future

• Crucial reminder: “Compliance doesn’t seem important until it’s the only thing when you’re responding to big problems.” (15:48)
• Modern Boardrooms (2025 vs. 2035):
  • Future: Real-time dashboards and live metrics will replace thick, static board books. (16:26)
• Governance Inspiration: Christy finds comedy “Silicon Valley” illuminating for board dynamics and director responsibilities. (16:55)
• Passion Project: Christy’s aerial silks hobby—an example of balance and stress relief for compliance practitioners. (17:46)

Notable Quotes & Memorable Moments

• “Off-the-shelf apps that are not meant to be secured…are just so imminently hackable. …Guys, get your act together.”
  — Dottie Schindlinger [02:12]
• “Biggest risk right now is just the uncertainty and the chronic changing that is happening constantly.”
  — Christy Grant Hart [06:48]
• “…If you aren't paying attention to what's going on in the compliance world…, that's not a great way of approaching things from a director or C-suite member.”
  — Christy Grant Hart [09:34]
• “Not having training is just baffling. …It truly is, it's indefensible.”
  — Christy Grant Hart [11:29]
• “No one cares what your activities are. …[Boards] want to understand forward looking risk, not just backwards looking risk.”
  — Christy Grant Hart [13:45]
• “Compliance doesn’t seem important until it’s the only thing.”
  — Christy Grant Hart [15:48]

Timestamps for Key Segments

• [05:41] — Christy’s background and Spark Compliance
• [06:48] — Top compliance risks in 2025: regulatory flux, modern slavery, AI laws
• [08:23] — Boards’ low prioritization of compliance—and why this is dangerous
• [09:57] — Bribery & corruption: survey shocks, the case for basic training
• [12:22] — The marginalized compliance officer and board engagement advice
• [14:30] — How boards can better oversee and measure culture
• [15:48] — Final compliance reminders and long-term outlook
• [16:26] — The future boardroom: dynamic, dashboard-driven governance

Takeaways for Listeners

• Secure communication and proactive, tech-driven risk management are imperative for boards.
• Compliance risks now include fast-evolving local AI and modern slavery regulations—not just legacy sector rules.
• Boards must treat ethics, culture, and compliance as strategic levers, not administrative burdens.
• The compliance officer’s seat at the board table is essential—provided they bring strategic, forward-looking insights.
• Oversight of culture requires aggregation and trend analysis of multiple data points, not hunches or hearsay.
• In governance, as in compliance, an ounce of prevention (and training) is worth a pound of cure.

For a deeper dive on culture oversight: Christy Grant Hart’s white paper is recommended.

Hosts:

• Dottie Schindlinger
• Megan Day

Guest:

• Christy Grant Hart, Spark Compliance