FCPA Compliance Report

By Thomas FoxBusiness News News Commentary Business News

FCPA Compliance Report episodes

January 11, 2021Doreen Edelman on CFIUS under the Biden Administration
In the Episode, I visit with Doreen Edelman, chair of the Lowenstein Sandler Global Trade & Policy practice. She leads a unique team that combines global trade and policy expertise with cross-border M&A, technology, government contracts, white collar investigations, and business counseling practices to help clients develop strategies to minimize global business risks, increase compliance with U.S. requirements, and mitigate matters raised by U.S. regulatory agencies and the U.S. Department of Justice. Doreen joins me to bring us up-to-date on all things Committee on Foreign Investment in the United States (CFIUS) and where it is headed under the Biden Administration.
Some of the highlights include:
Why do you want everyone in compliance to have some familiarity of CFIUS?
Isn’t it just about foreign ownership?
Is this just about China?
Do you expect Biden to come in and have lots of changes?
What if you have investors that are Limited Partnerships?
When should company or investor start to consider CFIUS issues?
Are there any exceptions? Is there a de minimus exception for small deals?
What are the rules on a real estate purchase under CFIUS?
Resources
Doreen Edelman LinkedIn page

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34 min
January 04, 2021James Koukios on the MoFo Top 10 International Anti-Corruption Developments for October 2020
In the Episode, I visit with James Koukios, partner at Morrison & Foerster, Editor-in-Chief of the firm’s Top 10 International Anti-Corruption Developments. We visit about the firm’s Top 10 International Anti-Corruption Developments for October 2020.
Some of the highlights include:
A record setting year in FCPA enforcement.
Beam Suntory-how did things go so sideways from SEC enforcement to DOJ enforcement.
Transparency International Report on International anti-corruption enforcement.
The continued debate over DOJ interpretation of agency theories. Do the 2 amici sited in the newsletter present any new arguments?
China considering changes to anti-corruption laws. What does this mean for Western companies and does it pose an increased risk?
Resources
To a copy of the Top 10 International Anti-Corruption Developments for October 2020 Newsletter click here.

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24 min
December 31, 2020 Bonus Edition-Everything Ethics
Today I have a special year end episode where I am interviewed by Kevin Foster for his show Everything Ethics, which he has graciously allowed me to cross-post. It is a free flowing conversation about ethics with some compliance thrown in. It was a ton of fun to visit with Kevin. You can check out more about Kevin and his ethics trainings on the Resources below.
Resources
J. Kevin Foster LinkedIn Profile
Business Ethics Advisors

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1 hr 2 min
December 28, 2020Eric Young on Key Compliance & Enforcement Changes 2010 to 2020
In this episode, I am joined by Eric Young, recently retired long-time compliance professional. In a continuing series on the FCPA Compliance Report, Eric joins me to explore some of the key changes he observed in compliance and enforcement in the financial industry over the decade of 2010 to 2020.
Some of the highlights include:
Greater and more visibility of bribery and corruption enforcement, particularly by the SEC against financial institutions.
Much lower regulator tolerance for poor data governance, self-governance and self-regulation.
An AML compliance program is a microcosm of what an enterprise-wide corporate compliance program should look like.

Resources
Eric Young on LinkedIn

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18 min
December 21, 2020James Koukios on the MoFo Top 10 International Anti-Corruption Developments for September 2020
In the Episode, I visit with James Koukios, partner at Morrison & Foerster, Editor-in-Chief of the firm’s Top 10 International Anti-Corruption Developments. We visit about the firm’s Top 10 International Anti-Corruption Developments for September 2020.
Some of the highlights include:
Brazil developments. Car wash to be extended?
SEC Amends Rules Governing Whistleblower Awards. Why were they amended?
Why has it become so important/powerful?
Any chance new Administration or Congress would fix Supreme Court decisions in Kokesh and Digital Realty Trust?
Sargent Marine FCPA enforcement action-a rare criminal prosecution against a company. Why are such cases so rare?
The discount: what was the basis; what is the process for seeking such a discount? What types of evidence is required?
Oil Trader Charged with Bribing Ecuadorian Officials.
Resources
To a copy of the Top 10 International Anti-Corruption Developments for September 2020 Newsletter click here.

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26 min
December 14, 2020Fry Wernick and Mike Ward Dissect the Year’s 3 Biggest Anti-Corruption Cases
In this episode, I was pleased to visit with Fry Wernick and Mike Ward, both partners at Vinson & Elkins. We dissect the three biggest anticorruption enforcement actions: Airbus, J&F Investments and Goldman Sachs. Fry explains things from the government perspective and Mike takes a look at things from the in-house CCO or compliance professional perspective. Their collective insights were great and I know you will enjoy this episode:
I. Airbus
DOJ Perspective
In this case, the UK and France took the lead in the investigation? What does this mean workload wise in the FCPA unit?
There were claims other than FCPA violations investigated by the US. How, if at all, did those impact the FCPA investigation.
What are some of the unique challenges in working with French prosecutors and theFrench blocking statute.
How does the DOJ work thru the gross penalty with other countries?
Company Perspective
What does this case tell a compliance professional?
What was the bribery scheme? What is the MO of the bad guys?
What controls were discussed in the settlement documents?
What company conduct was rewarded?
II. J&F Investments
DOJ Perspective
How do you evaluate something so massive, yet largely resolved by the time the DOJ takes the lead?
How is it to work with Brazilian prosecutors? Does each large international investigation have its own character and cadence?
Company Perspective
This case had difficult corporate governance issues.
Your M&A protocol needs to be in place but the risks from each transaction are bespoke.
In many ways, the case was a testament to deep pockets.
Pay attention to what is said in the resolution documents.
III. Goldman Sachs
DOJ Perspective
Obviously as the biggest FCPA prosecution ever, how does the Dept. work up such a case. Are there multiple prosecutors working up different aspects of the case?
How do you coordinate both internationally and domestically with all the other regulatory bodies?
What is the one pie concept and why is it so important?
Company Perspective
Why was there no monitor?
Compliance needs to be persistent and persistently right.
Why are compliance red flags also commercial red flags?
Will clawbacks become the norm?
For more information on Fry Wernick and Mike Ward and their practices, check out the Vinson & Elkins website here.

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1 hr 4 min
December 07, 2020Don Stern on the US Attorney Offices
In this episode, I am joined by Don Stern, Managing Director at Affiliated Monitors and former US Attorney for Massachusetts. We discuss the 93 US Attorneys offices across the US; how they work, how are cases worked up and their interaction with Main Justice in Washington.
Some of the highlights include:
What is the Dept of Justice structure including the US Attorneys?
What is the role of a US Attorney?
Is policy set at Main Justice in Washington and then carried out in offices across the country?
What is the relationship of the US Attorney offices to Main Justice?
Does a US Attorney or the office decide to open an investigation or does the FBI or other investigative agency bring information to the US District Attorney and ask them to prosecute?
If there is a prosecution of a Main Justice investigation, who staffs the matter at trial?
How are cases worked up in US Attorney’s offices?

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20 min
November 30, 2020Eric Young on the Fed and DFS Components of the Goldman Sachs Corruption Enforcement
In this episode, I am joined by Eric Young, recently retired long-time compliance professional. We explore an under-looked aspect of the Goldman Sachs FCPA enforcement action; the independent enforcement actions by the Federal Reserve Bank and state of New York’s Department of Financial Services.
Some of the highlights include:
Why was the Fed involved in the Goldman Sachs FCPA resolution?
The Fed Order seemed critical of Goldman Sachs compliance function. Do you find this criticism warranted?
Is the ongoing oversight of the Fed typical for this type of case?
Why was the state the New York DFS involved in the Goldman Sachs FCPA resolution?
What were the separate reporting obligations of the Goldman Sachs compliance function discussed in the DFS Order? Do such obligations exist at the federal level?
Were the dates, timing and amounts of these 3 bond offerings red flags?
Were the money laundering allegations in funding equally as troubling as the bribery and corruption?
Resources
Federal Reserve Cease and Desist Order
State of New York, Department of Financial Services Consent Order

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22 min
November 25, 2020 How the Lion’s Mouth Informs Your Internal Reporting System
The week of Thanksgiving is the time of our annual trip to the most beautiful and unique city on earth-Venice, Italy. With travel to Italy shut down this year due to Covid-19, I am visiting Venice virtually and mining this rich city for compliance lessons. This episode concludes my podcast series on how the city of Venice informs your internal reporting system. The symbol of Venice is the Lion of St. Mark. The use of this symbol led to the maxim ‘straight from the lion’s mouth’. This adage came about because the Republic of Venice had its own hotline system where citizens could report misconduct. A citizen could write down his concern on paper and literally put the message into the mouth of statues of lion heads placed around the City. This system was originally set up to be anonymous but later changed to require that a citizen had to write his name down when submitting a message.
As podcast series on compliance lessons from Venice draws to an end, I am reminded how much the western world has to thank the Republic of Venice. From the forms of republican democracy that the US Founding Fathers drew from to helping to establish a world-wide trade and banking system which still reverberates today. But, if you look closer, ancient Venice had many good government techniques which also still inform the modern world. Straight from the lion’s mouth to your company’s internal reporting system is just one of them.

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10 min
November 24, 2020 Arsenale and Incentivizing Compliance
The week of Thanksgiving is the time of our annual trip to the most beautiful and unique city on earth-Venice, Italy. With travel to Italy shut down this year due to Covid-19, I am visiting Venice virtually and mining this rich city for compliance lessons. Today's lesson come from the Arsenale and incentives in compliance. This is not a precursor to that famous north London football club, the Arsenal Gunners, but the district in Venice where one of the main commercial enterprises of the city took place, that being ship building and ship repair. At one point, the Arsenale employed almost 10% of the city’s workforce or 12,000 people.
I picked up some interesting compliance insights in learning more about the Arsenale. On the incentive side there were several mechanisms the City of Venice used to help make the Arsenale work force more loyal and desirous to stay in their jobs, all for the betterment of themselves and their city. The first was job security. The Arsenale was so busy for so many years that lay-offs were unheard of. Even if someone lost their job, through injury, mishap or worse; they received enough of compensation that they could live in the city. Finally, when a worker died, the company provided not only funeral expenses but would assist in taking care of the family through stipends or finding other work for family members.

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11 min

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