A busy FCPA week: investigations starting, investigations ending, CEOs asked to come in for interviews, Stroz Friedberg picks up another one, and a rant about CDOs, the financial crisis, and dumb money.
02:47: Investigation of Sensata closes, no charges brought; raises the question of “what’s a declination, exactly?” And how you need M&A diligence.
14:00: WW Grainger publicly announces that they don’t know how to do an internal investigation. That is, they announced that their investigation didn’t find anything. What should you do with gift cards? And why a compliance culture is good for the business.
22:31: Halliburton opens an investigation
26:12: Olympus open an investigation. Into reimbursements to doctors in Brazil. Really? You’re gonna disclose that?
28:04: The importance of integrating companies you buy
33:05: Total SA. Howard goes on a rant, and evidently isn’t a fan of anything French.
40:15: Still on Total SA, but talking about how the investigation is REALLY old, and as someone told me, cases—unlike wine—don’t get better with age. Plus, the blocking statue; plus, the whistleblower laws.
43:03: Avon’s CEO gets called in, and Avon has spent a ton of money. Seriously, if you weighed it, it would weigh a ton.
49:25: Bistrong gets 18 months. Howard feels conflicted.
54:21: Stroz Friedberg shoots…they score! Again. First Scott Peeler, now David Glockner.
56:47: SEC loses Stoker trial. Howard tries to explain what a CDO is (and fails miserably).
01:25: Many, many law firm “reports, reviews, alerts” etc. But is enforcement leveling out? And Miller Chevalier? Make a downloadable PDF, please.
08:28: Alcoa, Alba, and a publicized settlement offer
18:02: Chocolates and bribery. That is, the Orthofix case. And we get a full-on Howard rants starting about 28:13. And I get on a roll, and keep on it for a while.
36:55: Former Prime Minister of Israel Olmert acquitted of bribery. Ties into the US, and into the Sands investigation. How would this effect a US investigation?
In the middle of this: Tom leaves, Howard chokes, Tom returns.
41:44: Walmart, facilitation payments, and the (potentially premature) death notice for FCPA reform
42:19 starts the facilitation payments discussion. At 46:23, we start talking about the excellent China Law Blog, and Dan’s post from today. [Tom and I are in total agreement: you need to start reading China Law Blog, if you don’t already.]
00:48: should the DOJ throw an elbow? I explain my post, here. Is the DOJ a regulator or prosecutor? Would a compliance defense change that? (@09:35). False Claims Act & Federal Acquisition Regulations discussed at 12:14.
19:12: I discuss my next article for Forbes.com. Should there be a distinction between public and private?
20:10: Jon Jordan’s article on the compliance defense, and he gets “FCPA Voice Rookie of the Year” award for 2012. Last year was Matt Ellis.
30:44: How can the business community partner with the DOJ? Should the DOJ adopt the OFAC informal opinion process?
35:57: Why I hate bribery. A toddler dies because the ambulance driver demanded a bribe.
42:27: UK Bribery Act…who cares? Deloitte survey. Oxford University Press case at 47:10.
53:32: Data Systems & Solutions enforcement action
1:00:18: Scott Peeler goes to Stroz Friedberg
1:02:25: SEC serves papers on Germans via publication in the International Herald Tribune
Episode #39 is in two parts (my baby pulled out the plug to the router).
0:00 Happy Shavuos
1:45: It’s the Week of the Letter
2:01: Open Society Foundations letter to Rob and Lanny
3:00: What’s an “instrumentality”? More than 51% owned by government? Is that the right standard?
8:45: Public v. Private distinction: does it mean anything anymore?
13:53: Is there, or should there be, a de minimus gift exception?
15:25: Gift-related investigation disclosure by MTS
We lose contact around 17:45 or 18:00
0:00 Sorry about that
2:34: Congress writes a letter to the Chamber: are your members hopelessly conflicted. Hell freezes over: Tom, the FCPA Professor, and I are all on the same side of this.
5:38: DOJ writes to Congress about the Ted Stevens case. Were the 40-day suspension and the 15-day suspension sufficient? (@7:38: Williams & Connolly respond, harshly)
16:10: Ernst & Young 12th Global Fraud Survey
20:20: Dow Jones anti-corruption survey
22:27: Chadbourne & Parke Compliance Quarterly: Tom and I love it
27:35: The SEC has a lot of trials. Do they have the people to do them?
30:34: 7 Ways to Maintain Credibility with the DOJ in FCPA investigations (including, hire Recommind
38:39: a panel you might want to attend. Definitely worth the $195.
Once again, the titles are screwed up. I have to reach out to Vodburner and get some help.
- 1:20: Brazil Ministers resigning in droves (lasts for 7 minutes)
- 8:34: World Compliance event with Tom and The Bribery Act guys (almost 6 minutes)
- 14:26: Squire Sanders event (1 minute)
- 15:35: SFO/DOJ and “informal” access (3 1/2 minutes)
- 19:00: World Check webinar series that Howard is doing (2 minutes)
- 21:00: John May article via FCPA Professor on self-disclosure and immunity (about 6 minutes)
- 27:23: Overseas Contractor Reform Act, also via the FCPA Professor (5 minutes)
- 32:27: Rakoff decision on Citigroup, and “neither admit nor deny” settlements (9 minutes)
- 43:17: Global-Tech Supreme Court case on willful blindness (4 minutes)
- 46:03: Lindsey, again. Howard goes on a rant, Tom goes on what is, for him, a rant. We both talk directly to the DOJ prosecutors. (15 minutes)
- 1:01:10: O’Shea (4 minutes)
—————————Breakout Session Below———————————
Breakout Session on Gift Giving on the Holidays
Once again, Tom and I keep our breakout session short (exactly 10 minutes!), and this week it’s on audit rights. We’ve argued about this before, so this is familiar territory for us.
- Esquinazi Sentence (14 minutes): starts at 1:40
- Avon discloses an SEC investigation (9 1/2 minutes): starts at 15:55
- Dadeleh arrest and more on Aloca/Alba (11 1/2 minutes): starts at 25:21
- Innospec arrest (4 minutes): starts at 37:42
- SEC v. Pillor and individual liability for aiding and abetting (12 minutes): starts at 40:35
- Tognum (5 minutes): starts at 52:44
- Equitorial Guinea (just a mention)(15 seconds): starts at 57:55
[vimeo http://vimeo.com/31404046 w=500&h=400]
————————Breakout Session Below——————————–
Breakout on Audit Rights: total time is 10 minutes even.
[vimeo http://vimeo.com/31411372 w=500&h=400]
1. Africa Sting Case Victory (or Defeat, depending on your viewpoint)
2. SEC goes after Goldman
3. Lockheed Martin complies with the UK Bribery Act
4. Another company discloses an FCPA investigation