David SimonEvery podcast appearance, updated as new ones drop

David Simon is a Partner at Foley & Lardner in the firm’s litigation department and a member of their Government Enforcement/Compliance/White Collar Defense Practice Group, Antitrust Practice Group, and Health Industry Team. He specializes in investigations, corporate governance, and government enforcement defense law. He and Tom Fox discuss David's article "The G in ESG" and the role of compliance in ESG, specifically in the governance aspect of compliance. The Meta Contract, Governance & Company Culture An organization's meta contract represents what the company is truly about to the public. David tells Tom the meta contract is what the company does, who the company is, and what the company isn't . Governance comes into play by keeping the company on the right track and making sure that it operates in the way it said it would. Culture informs the way an organization adheres to its meta contract, and it starts from the corporate level. Who you hire, who you promote, policies, and internal protocols and procedures all play key parts in this. Being Authentic "One of the things that I see that I'm a little skeptical of is every organization trying to fit itself into the same ESG vision or model," David remarks. Every organization is different so there’s no one-size-fits-all ESG model. A company’s meta contract sets the expectations on how they present themselves to the world. True value lies in "being authentic and maintaining integrity over how you're presenting your organization, and what your values are, and who your stakeholders are, and how you rank them in terms of priority," David remarks. ESG and Compliance One of the great things about ESG is it allows compliance to broaden its thinking. A lot of times compliance is only focused on regulatory compliance, but David tells Tom that needs to change. "Compliance professionals need to think more broadly than just the laws and the regulatory framework, to more about what their organizational meta contract is, and they need to take steps to protect their organizations from violating it because it can be disastrous when they do," David says. Resources David Simon on LinkedIn The G in ESG

Attorney David Simon joins us to share his expertise on the essence of G in ESG, the responsibilities of compliance practitioners, how lawyers are the perfect fit for ESG, and the importance of practicing authenticity and integrity in compliance. ▶️ The Meta Contract and Compliance in Governance with David Simon: Key points discussed in the episode: ✔️ David Simon defines the meta contract as taught by Professor Alan Morrison in his Governance and Ethics course at Oxford University. ✔️ Procedures and internal controls should be given attention in the ESG space. ✔️ The meta contract is the corporation’s word. It can also be the organization’s brand, culture, and purpose for existing. It embodies what your business is all about. ✔️ Integrity and authenticity are the two key concepts companies must adhere to when applying ESG. Businesses should be real with their values and rank their stakeholders accordingly. ✔️ The FCPA has become a “one-stop-shop” for compliance, providing frameworks and roadmaps. But for any advances to happen, companies must adjust their programs focusing on their individual business risks. ✔️ Compliance professionals and lawyers shine in ESG roles. Their skillset suits the responsibility of reporting back to the C-levels. They can take meta contracts and enforce them consistently through accurate data tracking and providing feedback. ✔️ The meta contract is an implicit representation of how companies follow legislation. Breaking it is a violation of trust among consumers and their community. David W. Simon is a litigation attorney who devotes much of his practice to helping corporate clients avoid and manage crises that potentially give rise to government enforcement actions. He provides compliance advice, conducts internal investigations, defends companies against enforcement actions, and represents companies in litigation. The Foreign Corrupt Practices Act is a principal focus of Mr. Simon’s practice. He also has extensive experience representing clients in antitrust matters and in defending False Claims Act investigations and litigation. ---------------------------------------------------------------------------- Do you have a podcast (or do you want to)? Join the only network dedicated to compliance, risk management, and business ethics, the Compliance Podcast Network. For more information, contact Tom Fox at tfox@tfoxlaw.com.

In this episode of The ESG Report, David Simon, author of the LinkedIn article ‘The “G” in ESG, is Tom Fox's guest. They discuss the article’s content as well as the role of compliance in governance. The Link Between a Company’s Meta-Contract and Governance The term ‘meta-contract’ was coined by one of David’s Oxford professors, Alan Morrison. A meta-contract is what an organization is all about, including how it will and won’t do business. Governance refers to how well or how poorly a company adheres to its meta-contract. Tom mentions that monitoring this is something compliance professionals do day in and day out, and David agrees; ensuring that a company behaves consistently with its values is something compliance professionals are best at. Incorporating Stakeholders’ Views in a Company Once you accept stakeholder capitalism, you must ask yourself, ‘Where do I draw the line?’ To David, from an ESG perspective, the key to answering this is authenticity and integrity, “Look at your values and who your stakeholders are, and rank them in terms of priority. It’s a very individualized exercise, and it’s important for company leadership to be honest and look at who they are, and what they aspire to be.” He resists the idea of everybody fitting into the same box, because, “It’s bound to fail; I don’t think it really represents their true meta-contracts.” The Importance of Compliance in Corporate Governance David points out that compliance professionals are really well-suited to take the meta-contract and implement it in a way that’s enforceable and consistent throughout the organization. One of the great things about ESG is that it allows compliance to broaden its horizons. Compliance can get very focused on true compliance with the law or regulatory regimes, but there are certain violations and scandals that are worse than others, and that ties to what their meta-contract is. These violations may not be violations of the law, but rather, violations of who they are as an organization. David comments on this, “From a compliance perspective, compliance professionals need to think more broadly than just the laws; more about what their organizational meta-contract is, and take steps to avoid violating it.” RESOURCES Tom Fox’s email David Simon | Twitter | LinkedIn | The “G” in ESG: Governance