In the latest of our conversations with corporate governance and compliance officers, we talk with Cindy Corrigan, head of internal governance for United Launch Alliance.

Readers can also visit our archive of Q&A interviews.

DETAILS

Corrigan

Cindy Corrigan is the vice president, Office of Internal

Governance, for United Launch Alliance (ULA). She has

responsibility for internal audit, ethics, import-export

compliance, and other highly regulated matters. In this

role, Corrigan has responsibility for ensuring ULA’s

compliance with the Interim Administrative Agreement

and the Consent Order.

Before joining ULA, Corrigan served as director of

marketing and business strategy for Boeing

Commercial Airplanes where she was responsible for

program management of business planning and operations, leading the implementation of the

strategic integrated planning process, program management of large scale marketing projects, and

creating a marketing management visibility system.

Corrigan began her career at Boeing in 1979 when she joined McDonnell Douglas Aircraft Company

in Long Beach, Calif. Over the years she held several positions with increasing responsibility which

included chief engineer, 767 Main Cabin team; director, Integrated Process Management for Boeing

Commercial Airplanes; director, Integrated Global Strategy; director, Payload Systems Engineering;

and director, Supplier Affordability.

COMPANY BASICS

Company:

United Launch Alliance

Headquarters:

Denver

Employees

3,800

Website:

http://www.ulalaunch.com/

First, tell us a little about United Launch Alliance, generally.

ULA is a joint venture between Lockheed Martin and the Boeing Company, which combined both companies’, evolved expendable launch vehicles. For Boeing, that was the Delta product and for Lockheed Martin it was the Atlas product. It also combined our launch services for the U.S. government. We began operations as a joint venture on Dec. 1, 2006.

What is your role as head of internal governance?

I’m responsible for United Launch Alliance’s ethics and compliance program, our export-import program, which we call global trade controls, the internal audit function, and command media.

“Command media?”

It’s all of the policies, procedures, and directives on how we run the company. One of the things that was very important when starting up the new company was to have documentation on how we run the business—policies and procedures on expected behavior and performance.

How is the compliance function structured? Who reports to you, to whom do you report, and so forth.

I report directly to the chief executive officer, and I have a dual reporting line to the board of directors’ compliance committee. Who reports to me? The director of ethics and compliance, the director of global trade controls, the director of internal audit and financial controls, and the senior director for command media. We had financial controls in our finance organization but we moved that under internal audit to be independent.

How many employees do you have?

In the Office of Internal Governance, we have less than 20. ULA has a total of 3,800 employees spread over six sites.

To get off the ground, so to speak, ULA had to accept three compliance monitors from the government. That sounds hard to manage.

It is, especially since we’re only two-and-a-half years old. Two of our three monitors were required as a result of separation from Boeing, which was already being monitored from two prior agreements. One was the result of Boeing acquiring Hughes Space and Communications Co.; they had a Federal Trade Commission consent decree. The other was under a Boeing Interim Administrative agreement with the U.S. Air force.

The third monitor is a result of our own joint venture, and that was issued by the FTC. One condition of our joint venture master agreement between Boeing and Lockheed required ULA to negotiate and fulfill our own administrative agreement with the Air Force. Boeing was already working to their interim administrative agreement with the U.S. Air Force as a result of their suspension in 2003 … One of the conditions of the administrative agreement was that we would have our own external special compliance officer, who would oversee ULA’s compliance with the agreement.

Interestingly, we were told we could select the compliance officer, but we had to have U.S. Air Force approval. In that case, we ended up with a special compliance officer who was a retired three-star general. That agreement was 15 months in duration. We completed that satisfactorily, so we no longer have that officer.

So now you’re down to two monitors?

Yes, and soon to be down to one. The Boeing-Hughes consent agreement was a 10-year obligation that began in 2000, so that’s almost done.

How did these monitors do their jobs, but not step into each other’s way?

For the most part, the duties they have are different. The special compliance officer—we referred to her as the SCO—monitored our compliance with the terms and conditions of the administrative agreement. Her typical duties included verifying that ULA accomplished the deliverables that were outlined in the administrative agreement, which were pretty specific. She also validated that ULA had a comprehensive ethics and compliance program, and verified we had sustained processes and procedures in how we ran the business, which were aligned with the terms of the agreement. As I mentioned, she was in place for the first 15 months of the business. At the point that we completed our obligation, her monitoring duties ceased as well.

She also met with us occasionally when we would meet periodically with the deputy general counsel of the U.S. Air Force—the person who we negotiated our agreement with. That was at our discretion; we invited her. We thought, if we have a good program and we’re transparent, there’s no reason for us to meet separately, so we included her in those meetings. That was how the special compliance officer duties were constructed.

And the other two compliance monitors?

As I mentioned, the obligation for the compliance monitor and trustee for the Hughes consent agreement for Boeing began in 2000. We came in at the end of 2006, on the tail end of that. She oversees our compliance to one element of the Boeing-Hughes order: how we protect sensitive, non-public satellite information. She also ensures we have a good training plan and perform to the order. We meet with her periodically and we make sure we notify her if we have any sort of concerns relative to our training or our procedures, or if we were to have a lapse, we stay in touch with her. That monitor was also assigned by the FTC. She’s the former secretary of the Air Force.

The third compliance officer, assigned for ULA formation by the FTC, monitors our performance to the deliverables outlined in our consent order. We also share process improvements and training information. For the first two years, we were meeting monthly. We did scale back the monthly meetings to be face-to-face only quarterly, but we meet in between telephonically. That compliance officer has a full-time job at the Pentagon. He has a deputy colonel and a team of eight who support him in his oversight of us.

Yikes. How does ULA stay on top of all this?

From the get go, we created a concept of operations initially that we shared with each individual independently. We shared how we would engage with each of them.

For example, with the SCO, we said: “Given what the administrative agreement requires us to do, here’s what we think from a concept of operations of how we think we’d engage with you, what we would share with you, and on what basis.” It worked out well. We ended up coming to a mutual agreement on that process. At that point, things fell into place. The monthly meetings and the telephone conversations in between occurred if they were needed. We did the same thing with the monitor trustee who had already been working with Boeing. We met with her and set up the same sort of arrangement. So we negotiated our concept of operations individually with each of the different monitors.

Likewise with the one ULA has. That consent agreement is not just for ULA; it’s also for Boeing and Lockheed. So, Boeing, Lockheed, and ULA and the compliance officer and his team meet monthly. We have separate meetings in between for specific topics as needed. But in general, we just said independently, let’s talk about the concept of operations, how we’re going to function, and worked our way through it.

Can you tell us about what the company has to provide to each of the monitors?

There were some things that were very specific in the agreements. For example, in the ULA order we had to be physically separated from Boeing and Lockheed within 90 days of day one. We were already sitting on Boeing and Lockheed property. We had to come up with a plan pretty quickly for how we were going to be physically separated—even if we still resided on their campus—for how our data was going to be locked off so they couldn’t get in. So, those were some of the things we had to provide. We had non-recurring items and some recurring items, like our training as an example. We have to provide our training plan every year.

How do you reach 3,800 employees spread out across six sites?

We use various methods. We have a weekly e-mail, called ULA today. The Office of Internal Governance provides input to that. As another example, once a month our CEO has an expanded staff meeting that includes the vice presidents and a variety of managers, and we all videoconference in. He leads a conversation on ethics scenarios, so that’s another reinforcement. There’s an expectation that each manager has that same conversation on that same scenario with his or her team, so it makes it through the entire organization.

One thing we’re doing for our ethics training is we brought in Cynthia Cooper, the former chief audit executive at WorldCom who uncovered that fraud. We had her relate her story to the leadership team and a variety of folks, and we also videotaped it. That’s going to be part of the next ethics training we’re rolling out.

Whenever the command media is updated or there are new items, they’re communicated out to all of the employees. We also have onsite signage, we have ethics officer at the sites, and we have a hotline.

What special compliance concerns arise from a joint venture?

I don’t know that there are any unique compliance concerns. Communication and staying in touch is important: making sure that when it comes to compliance activities, our two member companies, Boeing and Lockheed, both understand how we’re doing, what our program is like, and as we get feedback we improve our program. Actually there can be some benefits: I find it very helpful to be able to talk to my peers and colleagues at the other two companies.

Thanks, Cindy.

Topics