Chapter 1: Introduction
The increasing importance of internal investigations
Corporate criminal liability
Double jeopardy
Chapter 2: Investigation Process
Purpose and overall approach
The stages of an investigation
Sources and triggers for investigation
Considerations for investigations triggered by external events (overview)
Chapter 3: Immediate Priorities
Where the behaviour is on-going
Identifying relevant internal stakeholders
Notifying internal stakeholders and maintaining confidentiality
Making notifications to external stakeholders
Managing communications risk
Mitigating risks associated with management reporting
Document hold notices
Directors and Officers liability insurance
Chapter 4: Governance and Decision Making
Independence and objectivity
Ensuring appropriate levels of authority and accountability
Investigation governance vs corporate governance – differences and overlaps
Selecting decision-makers
Identifying the client and managing legal privilege
Timing for establishing governance
Assessing if an internal investigation is necessary
Responsibility for remedial actions and response to investigation findings
Chapter 5: Who should Investigate?
Assessing independence
Establishing requisite expertise
Identifying and utilising internal expertise
Considerations for using external expertise
The relevance of being independently regulated
The relevance of legal privilege to your selection of investigator
Determining whether and when specific technical expertise is required
Chapter 6: Scoping and Planning
The origin and extent of the authority for the investigation
Reporting and decision-making
Determining the terms of reference / scope of the investigation
Timing and deadlines
Approving the scope
Monitoring and reviewing scope
Requests for production of scoping document / liaison with regulators and third parties in relation to scope
Planning and project management techniques
Typical steps to include in investigation plan
The importance of reviewing and monitoring the plan pre-execution, during investigation and post-completion
Chapter 7: Preserving Evidence
General principles
What evidence to preserve
Dealing with different types of material
Digital material on company network
Digital material off network
Hard copy documents
Considerations around personal property and privacy
Documents located abroad
Key considerations when reviewing digital and documentary evidence
Chapter 8: Forensic Accounting Skills in Investigations
Preservation, mitigation and stabilisation
Violation of internal controls
Forensic data analysis
Analysis of financial data
Analysis of non-financial records
Use of external data in an investigation
Review of supporting documents
Tracing assets
Chapter 9: Interviews and Witness Handling
The purpose of witness interviews
Who to interview
Categories of interviewee / types of interview
Use of preliminary interviews
Use of "document interviews"
Deciding whether authorities should be consulted
Providing details of the interviews to the authorities
Identifying witnesses and the order of interviews
When to interview and in what order
Location of interview
Planning for an interview
Attendees at interview (other than interviewer)
Conducting the interview:
Employee cooperation
Employee amnesty and privilege against self-incrimination
Interview by the firm's lawyers vs law enforcement agency
Considerations when interviewing former employees
Handling whistleblowers and risk of whistleblowing in interviews
Considerations when interviewing employees abroad
Post-interview considerations
Chapter 10: Documenting the Work and Preparing Reports
Preparing and using chronologies and dramatis personae
Documenting the investigation's findings
A suggested practical structure to use when preparing investigation reports
Project management documentation and other miscellaneous documents generated by investigators
Security of documents generated
Team communications
Documents prepared and held by third parties
Retention of records
Chapter 11: Disclosure and Regulatory Liaison (Financial Services only)
Initial disclosure of concerns to the Regulators
Suspicious Activity Reporting
Ongoing liaison with the Regulators
Provision of underlying evidence to the Regulatory
Providing records of witness interviews and investigation reports
Whether to include opinions of liability or regulatory breach
Considerations for privileged / protected materials
Concurrent investigations by a Regulator and impact on the firm's investigation
The importance of monitoring risk during an investigation
the significance of appropriate and proactive remediation in response to investigation findings
Chapter 12: Cooperating with Authorities and Corporate Liability
When and whether to cooperate with authorities
The status of the firm / corporate and other initial considerations
Corporate liability for employee conduct
The different forms of cooperation and alternative options
Advantages, rewards and risks of cooperation
Chapter 13: Multi-agency and Cross-border Investigations
Considerations for multi-jurisdictional investigations
Strategies for dealing with multiple authorities
Individuals in cross-border investigations – extradition
Asset seizures, forfeiture and recovery
Interviewing individuals in cross-border investigations
Effect of varying privilege laws across jurisdictions
Evidentiary issues
Chapter 14: Privilege
Legal professional privilege – general principles
Identifying the client
Legal advice privilege
Litigation privilege
Common interest privilege
Without prejudice privilege
Exceptions to privilege
Loss of privilege and waiver
Maintaining privilege – practical considerations
Chapter 15: Employees under Investigation
Contractual and statutory employee rights
Risks associated with disciplinary process and hearings
Suspension of employee and other options
Freezing deferred awards
Employee protection in internal versus external investigations
Representation
Indemnification and insurance coverage
Privilege concerns for employees and other individuals
Chapter 16: Employee Conduct and Performance Investigations
Exercising malus
Clawback – general principles
Corporate governance and decision-making
Reporting outcomes and internal record-keeping
Chapter 17: Investigating Senior Staff
Key considerations when investigating senior staff
Senior management involvement in and influence over investigation
Relevance and impact of Senior Managers Regime on conducting investigations
Chapter 18: Whistle-blowing and Raising Concerns
Assessing credibility and first steps in response to whistleblow / raising concerns
Protecting the whistleblower
Considerations for the interview of a whistleblower and other interviewees in whistleblowing investigation
Overview of whistleblower laws and regulations in the UK and the US
Chapter 19: Press, PR and Corporate Comms
Overview – general principles
Communicating with employees under investigation
Communicating with former employees
Communicating with an employee's legal counsel
Preparing a communications playbook and cascading messages
Strategies for handling leaks of information
Publicity and investigations
Publicity and criminal proceedings
Parliamentary enquiries, commissions and committees
The Listing Rules and obligation to disclose
Chapter 20: Customer Complaints, the Financial Ombudsman Service and Litigation Risk
Managing customer complaints in an investigation context
Managing litigation risk during the investigation
Appendices
Templates for investigators including:
Example investigation plan
Example scoping document
Example confidentiality letter / non-disclosure agreement
Example document preservation / hold notice
Example interview outline
Example investigation report outline
