Planning a significant due diligence process can be
daunting, even for experienced deal makers. Some foresight and a little
preparation can make the process go smoothly. Spending a few hours at the
outset thinking through the process carefully can also save a client a
tremendous amount of...
Most compliance practitioners have heard the term " Red
Flags ." Red Flags are generally defined as circumstances which could
place a reasonable person on notice that illegal or improper conduct has or may
occur. A Red Flags does not mean that an action or transaction should
There are several recent examples where companies, bought
both businesses and there pre-existing violations of the Foreign Corrupt
Practices Act (FCPA), in large part because the acquiring companies failed to
perform sufficient FCPA due diligence it the overall pre-acquisition due
New Zealand is generally recognized as having some of the
lowest instances of corruption across the globe, at least that is the
perception. Over the past 3 years it has either been Number 1 or led outright
International Corruptions Perceptions Index with scores of
In an article published in the August 30, 2011 Wall Street Journal , entitled " Iran's
Hong Kong Shipping Shell Game ", Claudia Rosett reported on efforts by Iran
to reflag ships to companies with Hong Kong registries. While the focus of the
article seemed to point to the Office of Foreign...
International (TI) recently released, in draft form for consultation, a
White Paper entitled " Anti-Bribery Guidance for Transactions ." Although
this version was preliminary draft, available for a commentary period and the
final version is to be released later in October,...
Transparency International (TI) recently released a
consultation draft of its White Paper entitled " Anti-Bribery Guidance for
Transactions ". In Part I we discussed the risks to companies involved in
international mergers and acquisitions. The TI White Paper notes that
In an article in the most recent issue of the Houston
Business Journal, entitled " Putting a partner through too many changes
increases risk ", columnist Connie Barnaba discusses one of the risks often
overlooked in a mergers and acquisitions (M&A) transactions. It is the risk
Our colleague Mimi Hunter
recently summarized the basic aspects of due diligence in the context of a
venture capital investment ( What is due diligence? ). In this series of posts, I will
highlight considerations for due diligence in the context of a merger and
acquisition (M&A) transaction.
Yesterday, I used some of the wisdom from current CIA
Director General David Petraeus to suggest how senior management might move
forward with a compliance program. Today I will use a very different individual
to help inform your third party due diligence, Charles Ponzi.
My colleague Tracy Coenen...
My grandfather was a comic book collector. He collected
all kinds and types of comics, from super-heroes to the Archie series. One of
the series that he collected that I still think about from time-to-time was
Classics Illustrated. Classics Illustrated was a comic book series featuring
Most people have seen the movie " The Sting ", starring Robert Redford and Paul Newman, which tells the story of an older con man, Newman, who shows a younger man, Redford, how to run 'the big con' on a gangster played by Robert Shaw. It was fiction. However, on the front page of the...
There are several law firms which put out annual, semi-annual and quarterly reports on the Foreign Corrupt Practices Act (FCPA). One recent report is the Compliance Quarterly, Spring 2012 Report by Chadbourne & Parke LLP. Rather than compiling a list of cases with highlights and lessons learned for...
The Pfizer DPA: The New Minimum Best Practices for a FCPA Compliance Program? Part I
It's Friday and once again it was a wild week in the Foreign Corrupt Practices Act (FCPA) and wider compliance world. In the FCPA arena, as most compliance practitioners are aware, Pfizer settled is FCPA enforcement...
One of my favorite lawyer songs is the Warren Zevon classic " Lawyers, Guns and Money ". I was reminded of that song when I sat on a panel on Wednesday with Dan Chapman and Mike Volkov, where we discussed recent enforcement actions and due diligence under the Foreign Corrupt Practices Act ...
What is due diligence? When did due diligence begin? What does it really mean to perform due diligence? Further, how do you tie the information that you obtain in the due diligence process into your ongoing compliance program? I thought about those questions in the context of two very different types...
Released 40 years ago this month, the Al Stewart album Past Present and Future was a departure from his earlier folk based work. In this album, Stewart focused on historical themes. I was particularly drawn to two long songs, “Roads To Moscow” which is Stewart’s tribute to the Russian...