Why compliance needs a modern disclosure solution: Lessons from Kohl’s and beyond

Recent news that Kohl’s fired CEO Ashley Buchanan over an undisclosed conflict of interest has sent shockwaves through the corporate world.

According to the WSJ, Buchanan directed the company into a multimillion-dollar deal involving a romantic partner without disclosing the relationship, as required by Kohl’s code of ethics. A Kohl’s board investigation found that Buchanan violated the company’s code of conduct in two instances with a vendor with whom he had a personal relationship and whom it didn’t name, according to a regulatory filing. 

This case highlights a critical gap many organizations face that it’s not just about having policies; it’s about enabling disclosures and managing them effectively.

In many companies, conflicts of interest (COI) are addressed once a year through static attestation processes—employees tick a box, sign a form, and the document goes into a drawer (or a digital file). But real-world conflicts don’t wait for annual cycles. Relationships evolve, roles shift, deals come up suddenly. Without a dynamic disclosure system, companies are left vulnerable.

When senior leaders, like Buchanan, fail to disclose personal ties that influence decision-making, the damage is not just financial, it erodes organizational trust and integrity. Worse, without robust tools, even employees who want to do the right thing may not know how or where to disclose potential conflicts.

Why companies should invest in a disclosure solution tool

A modern disclosure solution is no longer a “nice to have.” It’s a foundational piece of a mature compliance program. Here’s why:

• Real-Time Reporting: Employees and leaders need to be able to log disclosures anytime, not just during annual reviews.
• Centralized Tracking: Compliance teams need visibility into COI risks across the organization, something impossible with spreadsheets or scattered emails.
• Automated Workflows: High-risk disclosures should automatically flag for review, with built-in prompts for managers or legal to assess and respond.
• Integration with Code of Conduct: Policies only work if people can apply them. The disclosure tool should link directly to relevant policies, FAQs, and escalation channels.
• Auditability and Transparency: Regulators, auditors, and stakeholders increasingly expect companies to demonstrate not just that they have policies, but that they work in practice.

The Kohl’s case serves as a wake-up call that leadership accountability starts with creating a culture where disclosure is expected, safe, and straightforward.

Ethics and compliance teams should be asking themselves if they are making it easy for people to report and disclose conflicts? Do they have the right technology to manage and monitor disclosures at scale? And, are their policies embedded into daily practice, or are they just sitting in a manual?

Adding a fit-for-purpose disclosure solution strengthens this ecosystem, giving companies a living, breathing compliance framework that supports ethical behavior at every level.

Learn more about Catalyst Disclosures by visiting here. Catalyst Disclosures helps streamline your disclosure management process with user-friendly automations and customizable templates integrated into employee processes. Its workflow engine gathers contextual information, creates compliance audit trails, and offers a unified data source, reducing administrative burdens and encouraging transparent employee reporting.