Vigorous enforcement of the Foreign Corrupt Practices Act (FCPA) has become a top priority for both the Department of Justice (DOJ) and the Securities and Exchange Commission (SEC). Recently, both have increased resources dedicated to FCPA enforcement. At the same time, civil and criminal penalties for FCPA violations continue to grow and the DOJ has shown an increasing willingness to criminally prosecute individuals for FCPA violations.

In addition, many other nations have enacted and/or have begun to seriously enforce anti-corruption legislation of their own. As such, any business operating in the global marketplace must make the FCPA and anti-corruption an integral part of its business plan.

CHALLENGES IN MAINTAINING FCPA AND ANTI-CORRUPTION COMPLIANCE

Our team.

To assist clients in navigating the FCPA and other anti-corruption measures, Venable draws on attorneys from our SEC/White-Collar and International Trade practices. This team includes:

• a former U.S. Attorney General with more than five decades of experience working with and within the Department of Justice, who has argued cases before the International Court of Justice and the US Supreme Court;
• a former assistant director of the Enforcement Division of the SEC, who supervised several FCPA investigations, including the Baker Hughes matter involving illegal payments to government officials in South America, Central Asia and Asia, and who also served as litigation counsel to the SEC’s Office of International Affairs;
• former assistant United States attorneys with years of experience in leading international investigations, including FCPA investigations; and
• international trade lawyers who regularly advise corporations on the complex and ever-shifting requirements of the FCPA and other anti-corruption legislation.

Our team further draws on the vast industry-specific experience of other Venable attorneys who have significant FCPA and anti-corruption experience. Additionally, Venable has long-established relationships with lawyers around the world to assist us in matters of foreign law that might impact FCPA compliance or an international investigation.

Preventing violations.

Firm in the belief that the best legal counsel prevents problems rather than reacts to them, we apply our regulatory know-how and years of experience to design FCPA/anti-corruption compliance programs for companies in the United States and abroad.

With the nuances of each client’s business in mind, we:

• create policies and procedures that address not only the FCPA, but the other major international anti-corruption initiatives as well;
• train employees and agents in the FCPA and other anti-corruption legislation;
• analyze form documents such as purchase orders and distributorship agreements to decrease the company’s FCPA/anti-corruption exposure; and
• design effective protocols to monitor FCPA/anti-corruption compliance.

We also conduct FCPA/anti-corruption compliance audits and pre-transaction due diligence to guard against successor liability and follow-on accounting or disclosure issues that could result in diminution in the value of contracts and other assets.

Venable additionally conducts due diligence and provides background checks on agents, distributors, consultants, licensees, joint venture and other business partners that could lead to FCPA/anti-corruption liability for a corporation.

We routinely advise clients on the permissibility of specific initiatives and payments, such as travel and entertainment expenses, charitable contributions and the hosting of educational seminars, among others.

Conducting internal investigations.

Venable attorneys have broad experience conducting FCPA and other international internal investigations. We gather the facts wherever they may be and analyze them with the perspective that comes from having dozens of years of DOJ and SEC experience. Our intimate knowledge of how these agencies conduct investigations enables clients to make sound business judgments in an often fast-moving environment.

We are well-versed in the many potential issues associated with gathering information and interviewing witnesses abroad. To provide accurate and complete information and informed advice on potential actions, we rely on our former federal prosecutors and SEC attorneys and employ state-of-the-art computer forensics. Thus, our investigations are as close as possible to any investigation that the government would conduct.

At the same time, we understand the stress and disruption an internal investigation can cause for employees and management. Accordingly, we strive to conduct an investigation in a timely manner, sensitive to the corporation’s business needs and with as little disruption to the organization’s day-to-day business as possible.

Defending your company and your people.

Our FCPA team brings dozens of years of experience defending corporations and individuals in SEC and federal criminal investigations involving the FCPA and other complex regulatory matters. Our attorneys know well the inner workings of the SEC and DOJ and combine this knowledge with vigorous investigation and advocacy to attempt to prevent charges or negotiate a favorable disposition. Should that not be possible, our FCPA team includes savvy and experienced trial lawyers with hundreds of federal jury trials to their credit.

REPRESENTATIVE EXPERIENCE

From compliance to investigation to defense, a brief sample of Venable's representative FCPA and anti-corruption matters follows.

Compliance.

Guiding clients on compliance matters, our team has:

• Provided ongoing advice for FCPA concerns to a large multinational petroleum and petrochemicals company on arrangements with global suppliers and sourcing agents, and reviewed and enhanced policies and procedures for contractual agreements for import and export controls compliance and FCPA concerns;
• Analyzed and advised a large U.S. agricultural company on potential contractual arrangements in South America, developed standard policies and procedures that were implemented in dealing with contractual agents and representatives, provided ongoing advice regarding potential entertainment and charitable giving arrangements;
• Reviewed and enhanced corporate policies and procedures, contractual documents and standard terms and conditions for import and export controls compliance and FCPA concerns for a multinational Fortune 100 company in the laboratory services industry;
• Represented a U.S. software engineering company with global independent sales representatives reviewing and enhancing corporate policies and procedures, contractual documents, and standard terms and conditions for export controls compliance and FCPA concerns;
• Analyzed and advised on FCPA issues regarding potential business venture arrangements and contractual agreements for a U.S. systems integration and business process outsourcing company seeking to expand its presence in the Middle East;
• Analyzed and advised on FCPA issues to vet potential business joint venture partners for a U.S. technology solutions company seeking to expand its presence in Asia and the Middle East;
• Analyzed and advised U.S. company on FCPA issues regarding potential dispute resolution settlement with former independent business partner in Asia;
• Performed training on FCPA issues and concerns, including entertaining and charitable giving arrangements, for non-U.S. representatives of large multinational company in the laboratory services industry;
• Analyzed and advised defense contractor on FCPA issues surrounding contracts with African government;
• Analyzed and advised defense contractor on FCPA issues surrounding operations in the Middle East and Central Asia; and
• Designed FCPA compliance program and conducted FCPA training for a large not-for-profit corporation with a global business.

Investigations and Defense.

Regarding investigations and the defense of anti-corruption matters, we have:

• Conducted an internal investigation and represented a defense contractor before the SEC and Department of Justice regarding allegations of bribing officials of a South American government;
• Represented an executive of a large multinational insurance corporation before the SEC and Department of Justice on allegations of bribery of officials of a Central American government;
• Represented an individual in an SEC and Department of Justice investigation into allegations that our client facilitated bribery payments to officials of a Central American government;
• Represented major global oil company to investigate allegations related to shareholder derivative actions connected to the Iraqi "oil for food" program;
• Represented a witness in an investigation into alleged payments to a Central Asian government regarding oil contracts;
• Conducted an internal investigation into FCPA bribery allegations, and successfully defended a civil lawsuit, for a multinational oil company;
• Represented an executive of an aviation parts company in a criminal grand jury FCPA investigation and prosecution;
• Represented a defense contractor in an FCPA investigation into allegedly improper payments made by one of its European agents;
• Conducted an internal investigation into Asian buying agents of large U.S. retailer for FCPA concerns.
• Conducted an internal investigation for a defense contractor and represented the company in a Department of Justice criminal FCPA investigation involving the Middle East;
• Represented a senior executive of a large multi-national corporation in an internal investigation and in a Department of Justice criminal investigation surrounding allegedly unlawful payments in West Africa and the former Soviet Union;
• Represented an executive of a multi-national aerospace company before the Department of Justice regarding allegations of corrupt payments in Asia;
• Represented the Board of Directors of a defense contractor in a Department of Justice criminal FCPA investigation regarding certain of its Middle East contracts; and
• Represented a defense contractor in a Department of Justice criminal FCPA investigation involving the Middle East.