Proposed Reforms to the FCPA Part II: Limiting Successor Liability, Adding a Willfulness Requirement and Limiting a Parent’s Liability for Acts of a Subsidiary

In a Whitepaper entitled " Restoring Balance-Proposed Amendments to the Foreign Corrupt Practices Act ", released earlier this month, authors Andrew Wiessmann and Alixandra Smith, writing on behalf of the US Chamber Institute for Legal Reform proposed amending the Foreign Corrupt Practices...

How to Begin Your FCPA Due Diligence

The task of where to begin a full compliance and ethics program can often times appear quite daunting. Most US companies fully understand the need to comply with the Foreign Corrupt Practices Act (FCPA). However most companies are not created out of new cloth but are ongoing enterprises with a fully...

FCPA Enforcement: Crafting Incentives to Foster Compliance

FCPA enforcement has been marked by the aggressive approach adopted in recent years by The Department of Justice and the SEC. As Acting Deputy Assistant Attorney General Greg Andres told a Senate Committee this week "over approximately the last two years, we have substantially increased the...

A Corporate Self-Compliance Program for the FCPA? Volkov’s Proposal

At the " Examining Enforcement of the Foreign Corrupt Practices Act " hearings on November 30, 2010, before the US Senate Judiciary Committee , Subcommittee on Crime and Drugs, Michael Volkov presented an interesting idea which he believes will maximize incentives for companies to comply...

The FCPA and Mergers and Acquisitions

In a webinar on December 2, 2010, Michael Volkov, partner in the law firm of Mayer Brown and Ryan Morgan, Sales and Alliance Director of World Compliance, discussed the implications of the Foreign Corrupt Practices Act (FCPA) to mergers and acquisition. They advise that businesses which seek to...

Five Travel Expense Related FCPA Violations

Here's a tip for potential Foreign Corrupt Practices Act whistleblowers: travel expenses clearly fall within FCPA guidelines. A FCPA whistleblower is often an employee or insider who often times assumes incorrectly that a bribe only constitutes a violation of the FCPA if actual cash changes...

Congressional Hearings for Amendment of the FCPA

At what the FCPA Blog termed "an unprecedented investigation into the Department of Justice's (DOJ) enforcement of the Foreign Corrupt Practices Act (FCPA)", on November 30, 2010, at a hearing entitled the " Examining Enforcement of the Foreign Corrupt Practices Act " before...

Private Equity and the FCPA

In a Wall Street Journal (WSJ) article on December 22, 2010 by Joe Palazzolo, he reported that the Securities and Exchange Commission (SEC) is investigating Europe's largest insurer, Allianz SE, for possible bribery by a German printing press company in which it holds majority stake. Palazzolo...

Questions, Questions and More Questions: Foreign Courts and the FCPA

Inspired by our colleague, the FCPA Professor , this post will pose several questions regarding the Foreign Corrupt Practices Act (FCPA) in connection with one of the most Byzantine litigation matters of current renown, that being Chevron's legal tangle in Ecuador. Most companies which do business...

Franchising and the FCPA

The Foreign Corrupt Practices Act (FCPA) applies to all US companies and individuals which conduct business overseas. FPCA practitioners recognize there are two components: (1) the anti-bribery component, handled by the Department of Justice (DOJ) and (2) the books and records components, handled...

More Than Just the FCPA and Bribery Act – The Local Battle Against Corruption

Many Foreign Corrupt Practices Act (FPCA) and UK Bribery Act practitioners are well aware of the oratory of the US and UK governments on the evils of bribery and corruption. However, such a fight is not just being made by the US Department of Justice and the UK Serious Fraud Office, there are local...

Evaluation of FCPA Compliance Training

One of the key goals of any Foreign Corrupt Practices Act (FCPA) compliance program is to train company employees in awareness and understanding of the FCPA; your specific company compliance program; and to create and foster a culture of compliance. The testing and evaluation of your FCPA compliance...

What are the Odds in Your FCPA Compliance Investigation?

The experts have spoken and the Astros are a 75-1 long shot to win the World Series. But that is just what the experts predict and as we are 3 weeks away from pitchers and catchers reporting for Spring Training I prefer to take the pink cloud approach, that at least as of now, the Astros have as...

Welcome to the FCPA: Chinese Companies and Reverse Mergers

In a Wall Street Journal article on January 27, 2011 entitled " What's Behind China's Reverse IPOs ?", reporter Joseph Sternberg wrote that several Chinese companies were under investigation by the Securities and Exchange Commission (SEC) for "accounting irregularities"...

Agent Liability under the FCPA: Freight Forwarders and Express Delivery Services

I. The Problem The Foreign Corrupt Practices Act (FCPA) world is littered with cases involving freight forwarders, brokers and agents in the shipping and express delivery arena. Both the Department of Justice (DOJ) and Securities and Exchange Commission (SEC) have aggressively pursued third party...

Disclosure and Negotiating with the Government – A FCPA Conundrum?-Part I

All compliance programs are designed to prevent, detect and deter ethical violations. In the United States, they are also designed to bring companies into compliance with the Foreign Corrupt Practices Act (FCPA). However, as important as these programs are, it is equally important for a company to...

Disclosure and Negotiating with the Government – A FCPA Conundrum?-Part II

In yesterday's blog we explored the question of whether a company should self-report a potential FCPA violation to the pertinent US governmental authorities. Today, conclude our two-part series by exploring three issues: (1) What should you disclose; (2) How/When Should you Disclose; and (3)...

FCPA Risk Assessments: New Input into Current Best Practices

We believe that Risk Assessment is a tool and is one with which a company should begin to craft its Foreign Corrupt Practices (FCPA) or UK Bribery Act compliance program. The simple reason is straightforward; one cannot define, plan for, or design an effective compliance program to prevent bribery...

Supply Chain Compliance Audit: The Apple 2011 Supplier Responsibility Report

We believe that a key component of managing foreign business partners, including vendors in the Supply Chain under the Foreign Corrupt Practices Act (FCPA), is the right to audit. While others have indicated that they feel such a right is not a key component, one thing we all agree on is that if...

Foreign Joint Ventures: Dennis Haist and Some Characteristics of FCPA Risk

In an article in the January/February issue of the ACC Docket , entitled " Guilt by Association: Transnational Joint Ventures and the FCPA " [membership required]; Dennis Haist , General Counsel of The Steele Foundation (Steele) discussed some of the risks US companies can encounter under...

Haist on Foreign Joint Ventures and the FCPA – Part II

In our most recent post , we wrote about an article by Dennis Haist , General Counsel of the Steele Foundation , which recently appeared in the ACC Docket . The article was entitled, " Guilt by Association: Transnational Joint Ventures and the FCPA " [ACC membership required]. In our...

Handling an Overseas FCPA Investigation

We recently came across an article entitled, " Coordinating Investigations Between US Companies and their Subsidiaries or Suppliers Overseas ", by two Jones Day attorneys, John Edwards and Gillian Garrett . While not strictly focused on investigations of FCPA matters, we nevertheless...

Who is a Foreign Governmental Official Under the FCPA: The Defense Attacks

As was initially reported by the FCPA Professor , lawyers for four of the individual defendants who are former executives of the Orange County, California-based valve company, Control Components Inc. have filed a Motion to Dismiss the DOJ's case. The basis of this defense, that their actions...

“Instrumentality Thereof” under the FCPA: An Absurd Result?

The prognosticators have now spoken (yet again) and decreed that the Houston Astros will be this year's worst team in baseball. We are well into the first week of Spring Training and the Houston Chronicle has reported that Baseball Prospectus has predicted only 67 wins for the hometown heroes...

After the Contract is Signed: How Frequently Should You Perform (FCPA) Due Diligence

Yesterday we participated in a workshop at the 2011 SCCE Utilities & Energy Compliance and Ethics Conference with Scott Lane, President of the Red Flag Group . In his presentation, he discussed a White Paper that he and his colleague James Walton recently released entitled, " Best Practices...