Here are some basic propositions that surround FCPA compliance. It is often underplayed that the FCPA contains more than just a bribery prohibition – the FCPA contains broad provisions, requiring accurate books and records and internal controls. When it comes to bribery, wrongdoers have to find ways to “steal” or gain unauthorized access to money often by circumventing internal controls. Thus, bribery conduct often goes...
A corporate scandal does not occur overnight. (Thank you Bob Dylan). A CEO does not begin the day telling him or herself that today is the day to begin the Ponzi scheme or complex fraud. It is hard to imagine but corporate scandals grow from itsy-bitsy steps to bigger risks, and eventually to the full corporate embrace. (Thank you Three Stooges, “Slowly I Turned”). Along...
The SEC has been flexing its muscles lately. If you had some of the enforcement tools the SEC has, you would be doing the same. What am I referring to? The FCPA statute includes broad provisions requiring companies to maintain adequate internal controls and accurate books and records. If taken literally, these prohibitions can be applied to many situations to support aggressive SEC enforcement actions....
William Shakespeare’s Hamlet included this often used phrase – hoist with his own petard (a small bomb). Shakespeare never knew that his eloquence would apply to today’s SEC enforcement of internal controls. The FCPA requires companies to make and keep accurate books and records and to devise and maintain an adequate system of internal accounting controls. The FCPA also prohibits individuals and businesses from knowingly...
