Recently, a CFO from Francesca’s Holdings Corp, a Houston based company, was fired for wrongfully disclosing sensitive non-public information via social media. In general, it is difficult and nearly impossible to prohibit employees to have LinkedIn, Facebook, and Twitter accounts for personal use, let alone monitor them effectively. However, this incident involved an executive/board member of a publicly traded company, which raises further concerns about who and what employees may “share” with the public via Social Media. Companies, their in-house counsel, and their outside counsel need to develop complex strategies to minimize the exposure and liability that may exist due to their own negligence of protecting private sensitive information.
This can be an enormous undertaking that could involve hiring more staff, acquiring expensive technology, and more bureaucracy with accounting and monitoring. Nevertheless, here are some tips of how a company may be able to monitor key employees’ social media activity in order to reduce the likelihood of them disclosing non-public or trade secret information:
- Develop a Social Media Conduct Policy and Require All Employees to Execute It
In today’s world of “Big Data,” each company should have clear and concise guidelines of what they can and cannot discuss or “share” via social media, especially those with a fiduciary duty to protect the company. It is probably unreasonable to think that all employees will provide you all of their social media logins and passwords (however, some companies are requiring this during the hiring process), yet it is important for all employees to know the gravity of what their activity can cause.
- Create a Mandatory Training Program that Addresses Social Media
Required training, either live or online, is a useful way of getting employees’ attention and causing them to remember the information that is being covered more easily. With technology, training can be an effective tool of keeping track of who has completed what for larger organizations.
- Monitor Social Media Activity
Whether it is hiring administrative staff or utilizing social media marketers from your marketing departments, someone needs to develop a list of key employees and monitor their social media activity. These individuals can assist in finding the accounts of the key employees in the event they do not disclose them to the company. Sites like Hootsuite, allow users to look at multiple streams of social media accounts such as multiple Twitter, Facebook, and LinkedIn accounts at the same time. It is important to use print screens, convert to PDF, physically print material, and be prepared to use legal hold tools or other preservation tactics to preserve the data should this investigation lead to litigation.
- Use Search Engines to Independently Monitor Your Company/Client’s Brand
Search engines like Google, Yahoo, and Bing can be used to scour internet sites for customers, employees, and former employees bad mouthing your company. Often times, people may blog our post negative things that are shared in various places. In the event that employees or former employees have a non-disclosure or confidentiality agreement in place, talking about what they did at work that day or how they hated their jobs, could have serious and monetary consequences.
None of these methods are full proof, yet it’s a place to start. As always, technology will evolve to develop concrete solutions to address problems such as these. Ultimately, as employers, no one wants to “rain on their employees parade” and make their lives miserable, nevertheless, those that have a fiduciary duty to protect company’s stock holders’ interests, must do so. Monitoring board members and key executives’ social media accounts is one small step in achieving this duty.
Kevin L. Nichols is the Principal of KLN Consulting Group located in San Francisco, which specializes in Litigation, Diversity and Business Development/Social Media consulting.