Loseblattwerk, Englisch
ISBN: 978-0-7355-9413-5
Verlag: Aspen Publishers
With the SEC and DOJ having broadened the scope of anti-corruption activities, prosecutors have succeeded in expanding the reach of the FCPA. It is now more important than ever for public companies to increase their anti-corruption compliance efforts and voluntarily disclose potential violations in an attempt to avoid the high penalties that have become common. The reach of the FCPA has been expanded to encompass:
- US citizens working anywhere in the world
- Foreign citizens working for US companies
- Foreign citizens working for foreign companies that trade on a US exchange
- Company distributors and other third-party partner
Moreover, the SEC, DOJ, and FBI have shown an increased willingness to:
- Prosecute individuals as well as companies
- Pursue foreign companies, even where that company is under investigation by another country (e.g., Siemens)
- Impose substantial monetary penalties, at times reaching $40-$50 million.
- Develop cases without relying on voluntary disclosures; and
- Target particular industries (e.g. technology and medical device companies, as well as companies participating in the UN Iraq Oil-for-Food Program)
This expansion has made anti-corruption compliance a focus of all public companies, and has heightened the need for client advisement on implementing compliance programs, reporting violations, cooperating with investigations, and undertaking extensive due diligence to ensure compliance of target companies in merger and acquisition activity.
Everything You Need to Keep Your Clients in FCPA Compliance!
Only Practicing Under the U.S. Anti-Corruption Laws delivers:
- Coverage of all U.S. Anti-Corruption laws, with a focus on the FCPA, but also including: SOX, USA PATRIOT Act, OFAC regulations, Travel Act, mail and wire fraud statutes, and AML statutes
- Expert insight into the FCPA’s detailed compliance requirements
- Expertly crafted compliance tips
- An international chapter that includes activities in China, Germany, India, Mexico, Nigeria, and Russia by Alexandra Wrage, President and Founder, TRACE International
- An SEC enforcement chapter by Larry Ellsworth, Partner, Jenner & Block
Autoren/Hrsg.
Weitere Infos & Material
The FCPA Anti-Bribery Provision
- Who Is Subject to the Statute
- What Is Prohibited Under the Statute
- Liability for the Acts of Third Parties
- Successor Liability for Prior Acts of a Purchased Company
- Statutory Exception and Affirmative Defenses
- Statute of Limitations
The FCPA Books and Records and Internal Controls Provisions
- Overview
- Jurisdiction—Who Is Subject to the Statute?
- Elements
Foreign Corruption Money Laundering
- The Federal Money Laundering Statutes
- Transaction and Transportation Offenses Under § 1956
- Prohibited Spending Transactions Under § 1957
- Enforcement of Foreign Corruption Money Laundering
- Preventive Measures
- Statute of Limitations
- Penalties for Foreign Corruption Money Laundering
Other Anti-Corruption Statutes
- Mail and Wire Fraud
- FCPA and the Travel Act
- Corruption and Economic Sanctions—Trading with the Enemy
Sarbanes-Oxley and Other Securities Laws or Regulations Relevant to Anti-Corruption Enforcement
- Foreign Corrupt Practices Act and Sarbanes-Oxley
- Accounting and Record Keeping Provisions of the FCPA and The Exchange Act
- Disclosure Controls and Internal Controls Over Financial Reporting
- Internal Controls Over Financial Reporting—Section 404 of Sarbanes-Oxley
- Management’s Report on Effectiveness
- FCPA-Related ICFR Disclosures
- Audit Report on ICFR
- Certification Overview—Section 302 of Sarbanes-Oxley
- Criminal Penalties—Section 906 of Sarbanes-Oxley
- Lawyers’ Obligation to Report—Section 307 of Sarbanes-Oxley
- Auditor’s Obligation to Report—Section 10a of the Exchange Act
- Conclusion
Corporate Criminal Liability
- Introduction: Entity Liability Under the FCPA
- The Current Standard for Corporate Criminal Liability
- Reforms: Alternatives to the Present Regime
- Conclusion
DOJ Enforcement
- Investigatory Tools Available to DOJ
- Penalties
- Trends in DOJ Enforcement
- Contacts with DOJ Initiated by Companies/Individuals
- DOJ’s Enforcement Framework as Outlined in the Principles of Federal Prosecution of Business Organizations
SEC Enforcement of the FCPA
- SEC Investigations
- SEC Administrative Proceedings
- SEC Injunction Proceedings
- SEC Civil Remedies
Suspension, Debarment, and Disclosure: Special Issues Faced By U.S. Government Contractors
- Suspension and Debarment: What it Is and Why it Happens
- Mandatory Disclosure
- Voluntary Disclosure: The Department of Defense
- Department of State “Voluntary Disclosures”
Compliance And Prevention
- Overview of Compliance and Ethics Programs
- Provisions of FCPA Compliance Programs
- Special Considerations for M&A and Joint Venture Activities
Internal Investigations—Fundamentalsand Key Issues
- When to Launch an Investigation
- Investigation First Steps
- Document Preservation and Collection
- Witness Interviews
- Protecting the Privilege
- Experts
- Coordination with Simultaneous Government Investigation
- Government Investigations and Insurance Coverage for the Company or Executives’ Legal Costs
- Evaluating the Need for Remedial and Compliance Measures
- Documenting the Investigation Results—Interview Memoranda
- Documenting the Investigation Results—Investigation Report
Privilege Issues in Anti-Corruption Internal and Government Investigations
- Attorney-Client Privilege
- A Communication
- A Client
- A Lawyer
- Agents of the Client and of the Lawyer
- A Legal Purpose
- Confidentiality
- Exceptions to the Attorney-Client Privilege
- Duration of the Privilege
- Waiver of the Attorney-Client Privilege
- Extensions of the Attorney-Client Privilege
- The Work Product Doctrine
- The Scope of the Work Product Protection
- Waiver of the Work Product Protection
- Exceptions to Work Product Protection
- Common Interest Extensions of Work Product Protection
- Disclosure to the Government
Corruption Around the World: Regional Case Studies and Multilateral Conventions
- China
- Germany
- India
- Mexico
- Nigeria
- Russia
- Jurisdictional Overview
- International Conventions and Initiatives
TABLE OF CASES
INDEX
