Legal News

I want to emphasize again the risks JVs pose under the FCPA. Mike Volkov has stated, “A joint venture requires the integration of disparate company cultures. It can be successful and is usually one of the significant reason for the joint venture itself.” Both parties should assess each other and decide that the JV is a good fit, meaning that each side will benefit. Too much time is spent on looking at the JV partner’s compliance toolbox (i.e., policies, procedures, and controls), and not enou...

Your company has just made its largest acquisition ever and your CEO says that he wants you to have a compliance post-acquisition integration plan on his desk in one week. Where do you begin? Of course, you think about the 2020 FCPA Resource Guide, 2nd edition but you also remember that the established time frames in the enforcement actions involving Johnson & Johnson (J&J), Pfizer Inc. and DS&S and the Halliburton Opinion Release. While there are time frames listed in these DPAs, they are a.....

Brian and Tim drop the gavel to render verdicts on the litigation impacting the TikTok and WeChat bans and a lawsuit challenging the legal bases for the new ICC-related sanctions program. We also discuss OFAC's recent ransomware advisory and give some thoughts on a recent OFAC enforcement action focused on Cuba. Then, in the Lightning Round, we share our initial impressions on brand new U.S. sanctions targeting Iran's financial sector and dissect the outcome of a lawsuit challenging the...By: Th...

The compliance component of your M&A regime should begin with a preliminary pre-acquisition assessment of risk. Such an early assessment will inform the transaction research and evaluation phases. This could include an objective view of the risks faced and the level of risk exposure, such as best/worst case scenarios. A pre-acquisition risk assessment could also be used as a “lens through which to view the feasibility of the business strategy” and help to value the potential target. Three key...

In this second edition of October HorrorFest 2020 celebration we consider the first Hammer film version of Frankenstein – The Curse of Frankenstein which was released in 1957. As Universal Studios had the copyright to the make-up for their Frankenstein, The Monster, played by Christopher Lee looked very different. But the biggest difference was in Dr. Frankenstein, played by Peter Cushing, who was not a tortured soul or even a Mad Scientist but clearly evil. The movie opens with Dr. Frankenstei...

As President Trump fumbles through the worst performance ever in a Presidential debate, the NBA Finals and MLB Playoffs are here. Tom and Jay are back to look at top compliance articles and stories which caught their eye this week....By: Thomas Fox

What are some of the key FCPA enforcement actions involving M&A? These enforcement actions, FCPA Resource Guide and the Evaluation of Corporate Compliance Program (and Update) have all made clear that the DOJ and SEC will vigorously prosecute companies which allow bribery and corruption to continue after a merger or purchase occurs. The key point to remember is that if a company was engaging in bribery and corruption before it was acquired and continues to do so after the transaction is...By: T...

We next consider how to create a more effective compliance program involving business ventures. This will include the role of compliance in M&A, JV agreements, distributorships, teaming agreements and franchises as well as other forms of business relationships. Three key takeaways: 1. Consider the role of compliance in a wide variety of business relationships, including M&A, JV agreements, distributorships and franchises as well as other forms of business relationships. 2. Compliance for M&A.....

COSO was adopted in 1992 as a framework for basis to design and then test the effectiveness of internal controls. In 2010, it was deemed necessary to update this more than 20-year old COSO Framework, to provide a more supportable approach when adversarial third parties challenged whether a company has effective internal controls (such as the SEC). While the COSO 2013 Internal Controls Framework is designed for financial controls, I believe that the SEC will use this to review a company’s...By: ...

In today’s edition of Daily Compliance News: • Former head of IAAF gets jail time. (FT) • Julius Bear in talks to settle FIFA corrupt allegations. (FT) • Kodak clears itself from insider trading allegations. (FT) • Will US even negotiate for substitute Privacy Shield? (FT)...By: Thomas Fox