Internal auditors are the compliance super heroes.  But they are also the villains.  Perhaps that is why they are frequently isolated or labeled as schizophrenics in any organization. The government wants to focus its investigations on internal auditors and hold them accountable as the gatekeepers, the people in a company that are supposed to detect bribery.  Underlying the books and records provision of the FCPA...

Canada is an interesting country – not just to visit — but in anti-corruption enforcement.  Canada is dead last in the G7 when it comes to anti-corruption enforcement. Transparency International has consistently criticized Canada’s anti-corruption enforcement program as woeful.  Last year, the OECD cited Canada for its poor enforcement record. For companies subject to Canadian anti-corruption law, the Corruption of Foreign Public Officials Act (CFPOA),...

“Quite as important as lawmaking is vigilant oversight of administration.” Woodrow Wilson, Congressional Government (1885) The scene on television is all too familiar. Corporate executives from a company in the headlines are dragged before a Congressional committee, they are placed under oath, and they are asked a series of questions by Senators or Congressmen/women, to which they each respond by asserting their Fifth Amendment privilege....

The press continues to focus attention on dysfunctional corporate boards and scandals resulting from poor board supervision and performance. It is particularly distressing to see these issues arising after so many reforms have been instituted over the last two decades. Some of these criticisms have been fair and some are just not true. Many boards have just plain failed to guide strategy effectively, oversee risk...

The private equity industry has been taking it on the chin.  First, the Dodd-Frank bill imposed a number of new regulatory requirements on the private equity industry, including the requirement that fund managers register with the SEC by March 30, 2012 under the Investment Advisers Act.  Second, the SEC has been focusing a number of enforcement actions on private equity managers, especially in the area...

It has been proven over and over again that the emperor isn’t wearing any clothes, but most people don’t want to look at a naked emperor – Frank Zappa Compliance does not mean just checking off a box and continuing business as usual.  All too often, small and mid-size companies, private and public, are adopting cookie-cutter compliance programs and moving on to the next project. ...

Drug and device companies have a lot to worry about these days. Not only have they been targeted for FCPA enforcement actions, but they continue to be investigated and prosecuted by the Justice Department and HHS/FDA for “off-label” marketing of their products. DOJ has collected significant fines against companies, convicted individual officers, and employed aggressive policies to charge senior managers who have no knowledge of...

In-House counsel and corporate compliance officers dodge bullets everyday as they stare down the barrels of aggressive prosecutors, regulators, civil litigants, whistleblowers, disgruntled employees and shareholders prodded by trial attorneys to file derivative suits at the drop of a hat. In the face of all of these risks, internal investigations have become commonplace and a standard defensive tactic for a company to regain some leverage,...

Crime does not pay – a trite saying, but in the world of bribery, it is certainly true.  Everyone always assumes that paying a bribe always leads to a direct benefit.  But is that assumption accurate? A recent article, S.Y. Cheung, R. Rau, A. Stouraitis, Which Firms Benefit from Bribes, and By How much? Evidence from Corruption Cases Worldwide, Social Science Research Network, June 30,...

Former federal judge Stanley Sporkin is one of my heroes. Yes, I am biased because as an AUSA in Washington, D.C. I tried several cases before him, and in private practice, I have collaborated with him on many projects. My admiration, however, extends back to events surrounding the enactment of the FCPA. Judge Sporkin has told the story many times but it is a story...