In addition to attending to internal controls, financial reporting, and the compliance and ethics programs that help set the tone for corporate culture, the board must be prepared to take action if a red flag indicates that more specific board attention to a compliance matter is required. Red flags that raise concerns about corporate misbehavior or misconduct of directors or officers can necessitate undertaking an internal investigation regarding a potential violation of law, regulations, or corporate policy. These red flags or allegations may have civil, regulatory, or criminal implications for the company and require that the board or a board committee direct and oversee an internal investigation.
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