Majid Charania, Director of Compliance at Competition Bureau Canada, is my guest on this episode, with the fourth and final of our series created to help us understand the laws governing and protecting retailers. In this episode, Majid talks about the culture, process, practices and concrete measures retailers can and should have regarding compliance with the law.
Welcome to The Voice of Retail. I'm your host Michael LeBlanc. This podcast is brought to you in conjunction with Retail Council of Canada.
Majid Charania, Director of Compliance at Competition Bureau Canada, is my guest on this episode, with the fourth and final of our series created to help us understand the laws governing and protecting retailers. In this episode, Majid talks about the culture, process, practices and concrete measures retailers can and should have regarding compliance with the law.
To learn more about the Competition Bureau and how it operates, tune into the series' first episode in October, and be sure and dial into the entire series for an excellent overview of all the essential aspects of the regulations and laws that govern and protect retailers.
https://ised-isde.canada.ca/site/competition-bureau-canada/en
Prior Episodes in the Series
https://the-voice-of-retail.simplecast.com/episodes/special-feature-competition-bureau-canada-and-deceptive-marketing-practices
https://the-voice-of-retail.simplecast.com/episodes/special-feature-competition-bureau-canada-and-price-fixing-collusion-and-cartel-behaviour-investigations
https://the-voice-of-retail.simplecast.com/episodes/special-feature-competition-bureau-canada-and
Photo by Trent Erwin on Unsplash
About Michael
Michael is the Founder & President of M.E. LeBlanc & Company Inc and a Senior Advisor to Retail Council of Canada as part of his advisory and consulting practice. He brings 25+ years of brand/retail/marketing & eCommerce leadership experience and has been on the front lines of retail industry change for his entire career. He has delivered keynotes, hosted fire-side discussions with C-level executives and participated on thought leadership panels worldwide. Michael was recently added to ReThink Retail’s prestigious Top 100 Global Retail Influencers for a second year in 2022.
Michael is also the producer and host of a network of leading podcasts, including Canada’s top retail industry podcast, The Voice of Retail, plus the Remarkable Retail with author Steve Dennis, Global E-Commerce Tech Talks and The Food Professor with Dr. Sylvain Charlebois. Most recently, Michael launched Conversations with CommerceNext, a podcast focussed on retail eCommerce, digital marketing and retail careers - all available on Apple, Spotify, Amazon Music and all major podcast platforms. Michael is also the producer and host of the “Last Request Barbeque” channel on YouTube where he cooks meals to die for and influencer riches.
Michael LeBlanc 00:04
Welcome to The Voice of Retail. I'm your host Michael LeBlanc. This podcast is brought to you in conjunction with the Retail Council of Canada.
Michael LeBlanc 00:09
Majid Charania, Director of Compliance at the Competition Bureau Canada is my guest on this episode, with the fourth and final of our series created to help us understand the laws governing and protecting retailers. In this episode, Majid talks about the culture process, practices and concrete measures retailers can and should have regarding compliance with the law. Majid, welcome to The Voice of Retail podcast, how are you doing?
Majid Charania 00:32
I’m Great. It's great to be here. Thank you for having me.
Michael LeBlanc 00:35
Well, you are my fourth and final interview. And you, and I have been working all along for this, for this great series from the Competition Bureau. So, welcome to the podcast yourself. You've had your colleagues on three times now. Now you get to, now you get the mic yourself, to bring us home. So, thanks for joining me.
Majid Charania 00:55
Yeah, I'm happy to jump in now and tie things together for, for the audience.
Michael LeBlanc 01:01
Fantastic. Now your colleagues are, are, are, in all kinds of different places around Canada. Where are you sitting today? Where do you work out of?
Majid Charania 01:09
So, I'm based in the Competition Bureau's office in Toronto, and some of my colleagues, I think, who have been on have, like you said, been from all across the country.
Michael LeBlanc 01:19
You know, we've talked about a lot of things, we've covered a lot of ground in four episodes. Now, for the listeners who might just be listening to this, for the, for the first time, we're not going to spend much time talking about the Competition Bureau or how you go about the tradecraft of, of enforcement investigation. That, for that information, just page back to the first interview in the series, and I'll put a link in the show notes. And so, we're gonna, you and I can spend all of our time just talking about what you do and what we want to talk about today. So, I won't ask you too many questions about, about the Competition Bureau itself. But I will ask you a few questions about yourself. So, before we, we jump in, tell me about yourself, how you gotta do what you do today and what's your area of practice?
Majid Charania 02:06
Sure. So, my title right now with the Bureau is Director of Compliance. But this is a position that I've been in for a few years now. I've done a few other things with the Bureau. Before that I was in the private sector. So, I'm happy to give you a bit of a background. I started off working in oil and gas for a large national player in Canada. I did sales and marketing work for them. And then I decided that I wanted to pursue a childhood dream. And so, I went to law school. Despite a number of people telling me, I don't know if that's the best idea. I did it anyway.
Michael LeBlanc 02:55
Isn't it funny? Because mostly, usually you'd be encouraged to go to a, did you have, did you have family that was in law? Like, what was the kind of genesis of oh, I don't know if that's such a good idea. It seems like a pretty good thing to do.
Majid Charania 03:07
Oh, it was friends and others in my network, who said, I don't know, law school is not for everyone. Do it at your own risk, at your own peril.
Michael LeBlanc 03:19
Right. Right. Right. So, you understood, you understood early on the, the meaning of caveats. I guess you could say from that (crossover talk) perspective.
Majid Charania 03:27
Yes, I think that's right. And I definitely jumped in with eyes open. That's, that's for sure.
Michael LeBlanc 03:31
And how did you enjoy law school? I mean, as you said, it's not for everybody. But for some, they just, it's just a swimming in, in, in just you know, everything from citizenship to just knowledge. Did you, did you approach it that way? Or were you a little more workman like around, I'm going to this is a new trade for me? Or did you really jump in and appreciate the other aspects of, of the law school experience?
Majid Charania 03:56
Yeah, I mean, like I said, I jumped in with, with both eyes open, and I treated it as a learning experience. I wasn't going in there with a firm knowledge of what I wanted to do when I got out the other end. And so I just soaked it up. And I mean, there were classes that I enjoyed. There were classes that I enjoyed less.
Michael LeBlanc 04:18
Sure. Sure.
Majid Charania 0:4:20
But I kept an open mind. And it was, it was actually through law school and the summer intern process that I got into competition law, quite by accident. It was by working in my summer, after the second year at, at a large law firm in Toronto that I got my first exposure to competition law. And like I said, I kept an open mind and I found that that brought together my experience so far in law, learning about it and my previous experience in business in a really interesting way. So, that was the genesis actually, of, of my career now to date.
Michael LeBlanc 05:02
So, let's talk about what you do today. Compliance is kind of a big word. It's a bit of a scary word compliance. But let's unpack what that means. Like, let's talk about compliance. and what does it matter? It's kind of the theme for our episode today is, is taking our discussion a little bit, to a, to a more theoretical or a more philosophical or more business ethics level. So, talk about compliance. And, and you know, why does it matter?
Majid Charania 05:32
Sure, I'm happy to do that. So, compliance and ethics, as you mentioned, go hand-in-hand. And I don't think there is one, a universal definition of compliance. But I think it can be thought of as, you know, the practice of understanding the laws and rules, that you have to abide by you as a person, or you as, as an employee or a manager in a business, and then doing the things that it takes to minimize the risk of you or your business, violating the laws that apply to you. So, that's kind of how I see it. And I should mention that, you know, in talking to you today, my views are my own. I'm speaking personally. And so what I say is not necessarily representative of a steadfast position or enforcement approach of the Competition Bureau or the Commissioner of Competition.
Michael LeBlanc 06:38
You know, I like what you're talking about, I guess we would call it the written law. And then the spirit of the law or the philosophy behind (inaudible) the rules. Is that, is that how you think of that as well, like we talked about ethics, but it's really about understanding, not just the, you know, you can get, you could try to get clever to meander through the written rules, but is, is what you're talking about understanding both the black letter law, so to speak, in the spirit of the compliance.
Majid Charania 07:06
So, I think that it's important for everyone to understand both the letter of the law and as you say, the spirit of the law. And, you know, ultimately, the Competition Bureau is an enforcement agency, definitely, you know, I would think encourages everyone to take a broad view, in that sense, and to ultimately do the right thing. And I think that most, if not all, businesses want to ultimately do the right thing. Rather than get involved with and embroiled in, you know, investigations and lengthy court battles and such, I think, no one's really out there with that in mind when, when they're going out there and doing business.
Michael LeBlanc 07:51
And let's talk about that. So, I mean, there's, there's legitimate differences of opinion, or differences of interpretation. But again, you're talking about something that's a little more about, you know, understanding these past three episodes, our discussion, and, and taking the brand and understanding the, the impact on the, on their reputation. Have you, have you seen in your time there, an enlightenment around that? Or do you, or do you see people who begin in one place in the journey and wind up in a different one talk about that a bit?
Majid Charania 08:23
If I think of, you know, the awareness of the public, of businesspeople around competition law, I think there's definitely work to be done there. Competition law is an area that can be quite technical. It can be a little bit esoteric, but it doesn't necessarily have to be. And so, one of the reasons that I'm glad to be on the podcast is to try to demystify that. I know that my colleagues who talked about deceptive marketing, collusion, abuse of dominance, they all tried to do that. And I think, listening in and trying to get at least a general sense of what these rules are, what the conduct, you know, looks like, is a good way to increase awareness and to help people understand and spot issues early before they turn into, you know, major problems for the business, whether it's through relations with other businesses, or you know, like I said, getting embroiled in a Competition Bureau investigation.
Michael LeBlanc 09:30
I guess what we're also talking about, as is often the case, is culture in an organization, right? So, talk about (inaudible), your advice there for the listeners around helping to build a culture that keeps them in the right place, and basically keeps them out of your office, I guess you could say.
Majid Charania 09:47
Yeah, no, I'm happy to talk about culture. And I think that's an incredibly important part of what a company can do or what individuals within a company can do to stay compliant. I think you know, no matter what's written on paper in terms of protocol or procedure, if there isn't a strong culture of compliance within an organization, that written procedure or protocol is going to be very hard to put into practice, we have guidance material that I'll talk about later. But the talks about, you know, the culture of compliance, that that's important for all businesses.
Majid Charania 10:26
And I should mention all businesses, in particular, because compliance and putting in place measures to mitigate your risks is relevant for businesses of all sizes. If you're small, it's just as important as if you're a big multinational. And I think more importantly, small or medium sized businesses can put in place credible and effective compliance measures, regardless of their size, of the resources that they have to devote to compliance, because there's no one size fits all program. So, I think that's an important point. And it's a point that I'll mention a few times in our discussion.
Majid Charania 12:01
So, on the culture front, I think the commitment at the highest levels is incredibly important. In the compliance field, we talk about tone from the top. That's, that's a starting place, I think for businesses to, to build a strong culture of compliance. But then it takes, you know, the contribution, the input of everyone in the organization up and down the ranks. And, you know, if you have a strong leadership team that models the behaviors of, of compliance, that values compliance, that rewards compliance leadership, then I think you're going a long way to send the right message to the rest of the staff and build ultimately a strong culture of compliance.
Majid Charania 12:22
And at the end of the day, that culture can help you do the right thing, like I mentioned before, and it can bring you, it can help bring you the benefits of complying. It can help you detect, for example, misconduct early, if it does happen, despite having, you know, measures in place. It can signal to us as a law enforcement agency that you have a commitment to compliance, if we end up looking into your compliance program. It can help you with the reputation of your business, there's a whole bunch of ways in which a strong culture of compliance can help you.
Michael LeBlanc 12:43
So, that's interesting. Let me pull on that thread a little bit. So, I guess there's, there's some credit given, for example, that sometimes there could be a great processing culture but a bad actor, and that you would take that into, you, or you or the department would take that into some consideration as you looked at a particular case. Is that a fair statement?
Majid Charania 13:02
That's, that's a fair statement. And I think, you know, the listeners should take a closer look more closely. If they're, they want to know more about that at our, at our compliance guidance. But what I can say there is that, you know, we've got in our Leniency program, which, you know, probably was covered in the episode on collusion in cartel behavior.
Michael LeBlanc 13:16
Yeah, yeah.
Majid Charania 13:18
There, there is, there is a system in there where when we're looking at our recommendation to Canada's public prosecutors, about what, what sentence or penalties or fines to seek from, from that company, we can look at the compliance programs and determine whether or not they were credible and effective. And if we find that a program is credible and effective, we might use that as what we call a mitigating factor in our recommendation to the prosecutors. In other words, we would say, look, you know, there's a credible and effective compliance program in place. We think that maybe you should reduce the amount of the fine that you would seek if you take this case forward. So, that's, that's, I think what you're referring to is sort of a creditor and an incentive system.
Michael LeBlanc 14:32
Yeah. You said, you said the word I was, I was going to ask you. Would you call that a mitigation basically, that you know, somebody can work pretty hard to break the rules. Now let's, let's narrow the lens here, because you've said a couple of really, super interesting things about the process. And what's super interesting is, you know, as you would appreciate listeners who work for a very large company would have resources at their, at their, you know, at their location where they might even have their own in-house counsel. They would be experts at this, but many retailers do not. Help me and help the listeners understand what the basic principles and a process kind of looks like. So, hey, you set the culture and you said, Listen, you know, we, this is the culture organizationally. But of course, then there's process and what can you, can you chalk the field a little bit on what that kind of process looks about and looks like and some tips for the, for the listeners.
Majid Charania 15:26
Sure. So, I refer again, to our guidance, a lot of this, a lot of what I'm about to say is, is detailed in the guidance that's on our website. At a high level, you know, we've got seven basic elements or principles that we would look at, and we expect to see in a credible and effective compliance program, and I'll run through them quickly, and I'm happy to sort of dive into anything you think is particularly useful. But you know, building off of culture, I talked about tone from the top. So, we look for management commitment and support for the compliance program, and also for the compliance function. So, whether that's a standalone compliance officer who is nominated by the Board of Directors and has a team, you know, that might be the case for a large business.
Michael LeBlanc 15:50
Sure.
Majid Charania 15:51
All the way down to someone else, at a high enough level of seniority, who's given the task, you know, on top of his regular work, to handle compliance for the business, and in all of those situations, we look for clear management, commitment and support.
Majid Charania 16:03
And then, and then we sort of get into the nitty gritty a bit. So, you know, looking at your risks, assessing your risks and doing it regularly. And that, you know, could mean a number of different things, it could mean looking at and understanding the laws that apply to your business. It could mean looking internally at, you know, which folks who work for you or in the organization are exposed to risk, and then, you know, building out your procedures around that.
Majid Charania 16:34
So, risk assessment has a number of different components to it. Again, small businesses can do that, you know, just as simply as talking to staff and understanding what they're doing, and then reading up using public resources, on, on materials, for example, that are on our website. But things like marketing practices, or collusion, or, or other areas of the law and doing it in a very cost-effective way. Yeah, we've, we've talked about over the series, the series this, I mean, there's multiple examples that I can think both over the series and in my own experience, where you would have things like a second sign off on a price before it goes into market or a marketing statement before it happens, or pricing. Is that, is that an example of best practices? Do you see that? Would you recommend that like someone who is signing off who has some greater knowledge of the Competition Act in its ins and outs or even to people who did, but you know, two people kind of si-, you know, kind of a two people on the key kind of thing in the, in the silo to help you stay out of trouble? Yeah, so I mean, that actually takes me to, to another element that's important in any compliance program, that's policies, procedures, protocols, controls, whatever you want to call it. But those are all great examples of those types of things. So, what do you actually put in place? What are the concrete measures that you and your business have put in place to, to mitigate your risks, to mitigate the risks that you identify when you assess, you know, what your business does and what you might be exposed to.
Majid Charania 18:59
And that takes me I think, to the next point, which is, you know, you get through all those things. You've thought about the risks, and then you've designed or figured out what you should do that is suited to your business to mitigate them. Then you got to tell your employees, you got to tell the staff who were, who were involved, and frankly, ideally, all staff about, you know, what they should be on the lookout for. They should be trained up on the program itself, and on the substance of the law. So, talking to your staff, training them and doing it in a way again, that's tailored to your business. That's really important.
Michael LeBlanc 19:38
So, we've talked about lots of good examples. Now let's get into resources. You've mentioned a few during the course of our conversation, as well as your colleagues have mentioned it over the series. So, let's really dive in for a few minutes and talk about I think you think you have compliance bootcamps and things like that. So, really And, you know, share with us what kind of resources are freely available for the folks listening?
Majid Charania 20:06
Sure. So, maybe I'll start with our foundational guidance. And so, we call this an Information Bulletin on corporate compliance programs. That's a fancy way of saying, we have a lot of information out there, that adds meat on the bones to what I just talked about in terms of basic elements of a credible and effective compliance program. There are a few others in there that we didn't get a chance to talk about. But a lot of detail is in our Information Bulletin. And we use examples to bring that information to life, we've got suggestions for how to put these principles and elements into practice. And they're all tailored. Or we talk about them in a way that you can tailor to the size of your business. You know, we, like I said, don't think of this as, as a one size fits all approach, we take a broad approach. And we look at the size of the business, we look at the industry that you operate in. And that informs the way that we might analyze and make a recommendation about whether a program is credible and effective. So, our foundational guidance is out there. It's on the Bureau's website, it's free for all to review and look at.
Majid Charania 21:36
And I should mention one last thing about that piece. We're in the process now of reviewing and revising that guidance. And so, we want to modernize it and make sure that it's fit for purpose. And we plan to go out and consult on our revised documents. So, we would really love feedback from the RCC and your members about that new material, of whether you find it useful if there are ways for us to improve things like even the language that we use, what speaks to you, and how can it be best tailored for, for small and medium sized business especially? So, that's kind of the first thing?
Michael LeBlanc 22:16
Yeah.
Majid Charania 22:17
The second part, as you mentioned, are the compliance bootcamps that we've been rolling out. These are meant to be much smaller, bite sized, plain language modules that help businesspeople to understand the law, people who are not competition lawyers and experts by trade, and then gives them the tools to decide, you know, where do I see risks in my business? Where do I want to dive in, in a more kind of detailed way to understand, you know, different aspects of the law. So, we've got these boot camps that are, again, free for everyone, they're on the Bureau's website. And they cover off a lot of the things that you will have heard of in the other episodes in this podcast series.
Majid Charania 22:06
And then the last thing that I'll mention is material that's specifically related to, you know, trade association activity. So, activities, for example, if the RCC or any other industry association or Trade Council that, that your members might be a part of. Because those types of fora, you know, bring with them their own types of risks. So, we've got some free resources on our website that are specific to participating in those.
Michael LeBlanc 23:35
So, un-, unpack that one, that last one a little bit for me, is that oriented towards you know, people who are in the same industry, but are competitors getting together under the umbrella of association? Is that, would, just give me a high, give me a high note about what, you what you mean by that last one, just so we can kind of make sure everybody knows, (crossover talk) Retail Council of Canada.
Majid Charania 24:00
So, I think that's a big part of it. You know, companies that are competitors that have a forum to get together, that generally presents a higher level of risk than, than some day-to-day activities. Generally speaking, if you've got competitors in a room together, they should really know about competition laws, they should be aware of the types of things that they should and shouldn't say, they should be aware of things, you know, that they should and should not share in those fora. Because broadly speaking competitor collaborations under the Competition Act are a pretty significant area of risk. You know, trade associations can present risks, but you know, being aware of the law, understanding, the, the way the law applies is really important for anyone within a business that's involved in trade association activities. And these activities can go from, you know, regular meetings or annual conferences, or informal discussions, anything like that can sort of fall into an area of risk where people should be well informed about the law.
Michael LeBlanc 25:18
Well, and if there's any members, listening to this, members of the Retail Council of Canada, and you've been to any committee meetings or sat in any conference call, you know, RCC takes extra care in just kind of, you know, making statements around, informing that to begin with as well. So, it's kind of a, I call that the belt and suspenders approach, both be informed yourself, but also, the folks of the Retail Council of Canada, the advocacy folks themselves, some of whom are lawyers really get this really well. So, it's great, you brought it up, but I wanted to make sure and dive into that one a little bit, as well.
Majid Charania 25:48
Well, listen, this has been a great episode and a great capstone to our series of four, which is really, you know, every time I have these conversations, I realize we're just scratching the surface, but it sounds like there's lots of material, we'll put lots of links in the show notes to make sure people can actually find these things they can I'm sure they're well designed websites, but I'm just finding the stuff you're talking about. Any, wha-, what's, what's next, what's next for the Competition Bureau? I mean, you're always that you're an organic entity, always flexing to new things and new trends, would you, what are you looking forward to next? I mean, this is part of what's next right, getting out and communicating. But is there anything that's top of mind for you for, for 2022, the rest of 2022 and 2023 and beyond.
Majid Charania 26:35
I mean, there's a few things that we're going to continue to focus on, you know, law enforcement is our bread-and-butter work. And that's certainly going to be an ongoing priority area. There's a lot of priorities within that. And I would encourage anyone listening, who wants to know where we're going on that front to take a look at the material on our website that covers our strategic vision, our priorities for each year. It's all very clearly stated on, on our website, and there's a ton of material out there to help people understand, you know, who we are as an organization and the key things that we do.
Majid Charania 27:15
The other thing that I'll mention is also the fact that recently, there were amendments to Canada's Competition laws, pretty significant amendments. And so, (crossover talk),
Michael LeBlanc 27:21
Yeah, we talked about a couple of those. Yeah, we've talked about, (crossover talk),
Majid Charania 27:29
Yeah, and I think that's an area where if folks want to learn more, broadly speaking about what was changed in the law, we have a guide that we published, and that we did some information sessions on. Again, all of that material is on the Bureau's website, and I would really encourage the listeners to take a look, I'm going to link it back to compliance. You know, those changes in the law are things that a good risk assessment should capture. And from there, you can then figure out what I need to do within my business to stay compliant. So, that's just an example of, of, you know, where a risk assessment can really help your business, ensure it doesn't get into hot water even inadvertently.
Michael LeBlanc 28:09
And a good example, just because you don't know the law change doesn't mean, you get off from, from it, right. I mean, it's not you, it's probably not a mitigating factor in your language. Oh, I didn't know that law had changed. So, being informed is pretty important, right?
Majid Charania 28:24
That's exactly right.
Michael LeBlanc 28:30
Well, listen Majid, this has been a fantastic discussion, like I said, a great capstone to the series of four episodes. And thank you so much for, for your time and bringing it home for us and for joining me on The Voice of Retail. And, as I said, I'll put lots of links in the show notes, and people can go learn more. And thank you again for, for helping us figure out and navigate these important issues.
Majid Charania 28:50
I'm very happy to be here. And I'm glad, glad to participate and contribute where I can. Thank you very much, Michael.
Michael LeBlanc 28:57
Thanks for tuning into this special episode of The Voice of Retail. If you haven't already, be sure and click on subscribe on your favorite podcast platform so new episodes will land automatically, twice a week.
Michael LeBlanc 29:17
And check out my other retail industry media properties, the Remarkable Retail podcast Conversations with CommerceNext podcast and The Food Professor podcast with Dr. Sylvain Charlebois. Last but not least, if you're into barbecue, check out my all-new YouTube barbecue show Last Request Barbecue with new episodes each and every week. I'm your host, Michael LeBlanc, President of M.E. LeBlanc & Company and Maven Media. And if you're looking for more content or want to chat, follow me on LinkedIn or visit my website at meleblanc.co.
Have a safe week everyone.
SUMMARY KEYWORDS
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