Attorney Martin J. Milita has decades of experience in government affairs, corporate governance, and legal strategy, providing a practical foundation for understanding how internal corporate investigations function within modern organizations. Drawing on his background as senior director at Duane Morris Government Strategies and his earlier leadership roles in public affairs, Mr. Milita has supported companies navigating regulatory scrutiny, operational risk, and compliance issues. His work as an attorney and former New Jersey State Deputy Attorney General informs his approach to evaluating potential misconduct and advising enterprises on investigative best practices. With corporate entities facing increasing legal exposure, Martin J. Milita offers perspective on how thorough and independent internal reviews help organizations mitigate penalties and protect their reputations.
Basics of Internal Corporate Investigations
When allegations of corporate or employee malfeasance arise, they trigger internal corporate investigations that affect almost half of all US public corporations annually, as well as many private companies.
The process typically begins with an HR director or internal compliance officer attempting to handle a complex issue on their own and finding that fraud or another serious type of deception has occurred. The root can be a routine internal audit, a private or public complaint from a customer, employee, or competitor, a finding by a board member or manager, or an anonymous tip. It can also involve a law enforcement or government inquiry.
Should the matter be brought to the public's attention, subpoenas from the US Attorney’s Office, the FBI, and potentially opposing counsel in civil litigation are likely to arise. Authorities will require a transparent accounting of what transpired, with all due legal penalties accruing and potentially resulting in financial harm, including fines, levies, and settlements, as well as reputational damage.
For this reason, many companies decide to hire a law firm to investigate the outset. It keeps the findings privileged, preventing outside parties from gaining access to them under normal circumstances. By identifying and addressing problems proactively, companies can avoid expensive and protracted legal proceedings and have more flexible options for dealing with perpetrators.
Internal investigations also provide reassurance to the corporate board and authorities that the company intends to root out compliance issues. Self-reporting of corporate misconduct signals that there is no need for civil litigation, enforcement measures, or criminal prosecution. Even in cases where enforcement action does arise, the company can often minimize the scope and impact by demonstrating a thorough internal investigation.
One key attribute of any successful investigation is ensuring independence throughout the process. The individual evaluating the matter must be free from even a hint of bias or outside agenda. Internal policies should require that anyone involved in the allegation or complaint recuse themselves from an investigatory role. Often, the investigator is an attorney conversant in the complexities of corporate law.
Another important facet is determining the size and scope of the investigation. The aim is to have business continue as usual, while having investigators delve sufficiently into the issue to satisfy authorities and withstand scrutiny. The investigator must take adequate steps to ensure attorney-client privilege through some form of an Upjohn warning. It makes clear that the conversation is privileged and confidential, with the company alone having the right to waive that privilege. If they intend to release the information to third parties, they must notify the employees.
Another critical aspect of the investigation focuses on data preservation, with all relevant documents and information clearly identified and stored in a unified case file. Company document preservation methods extend to imaging personal devices and hard drives, as well as suspending automated protocols for purging corporate data until settling the matter.
In the wake of an internal investigation, corporate counsel often has the task of preparing company witnesses for depositions, interviews, and, in rare cases, testimony in court. Testifying is never a simple matter, and it’s often a good idea to coach employees to keep their answers brief and to the point, thereby avoiding the need to open new questioning pathways continually.
About Martin J. Milita
Martin J. Milita is an attorney and government affairs strategist with experience spanning regulatory advocacy, corporate governance, and public policy. He has served as senior director at Duane Morris Government Strategies and previously led Holman Public Affairs, advising clients on legislative strategy and business development. Earlier in his career he was CEO of Fiore Group Companies and served as New Jersey State Deputy Attorney General. His background informs his perspective on internal corporate investigations and related compliance considerations.
