FCPA Due Diligence in Mergers & Acquisitions

Assessing and Avoiding Pre-Closing Risks and Implementing Post-Closing Protection Strategies

Recording of a 90-minute CLE webinar with Q&A


Conducted on Thursday, December 5, 2013

Program Materials

This CLE webinar will provide guidance to counsel for companies doing business outside the U.S. to mitigate pre-closing Foreign Corrupt Practices Act risk and establish post-closing due diligence when involved in merger and acquisition activity.

Description

The DOJ and the SEC continue to focus on FCPA compliance. M&As are fraught with FCPA risks. Counsel to companies involved in M&A should conduct pre- and post-closing due diligence to evaluate FCPA risks and should act to remediate violations

As target companies may not always have strong compliance programs, the looming threat of FCPA successor liability is a burgeoning concern for those companies looking to initiate a merger or acquistion, especially in an era of heightened enforcement.

Joint guidance from the DOJ and SEC, along with notable settlement agreements, provide insights into what the government examines in compliance audits. Counsel to businesses involved in cross-border deals must be prepared to navigate this guidance and advise clients accordingly.

Listen as our authoritative panel discusses pre-merger/acquisition FCPA due diligence and continued post-merger due diligence. The panel will offer best practices for addressing red flags raised or violations uncovered in due diligence and approaches to remedy such situations.

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Outline

  1. Pre-closing FCPA due diligence
    1. Successor liability risks
    2. DOJ/SEC Guidance on M&A due diligence
  2. Post-closing FCPA due diligence
    1. Factors to consider during due diligence
    2. Scoping and conducting post-closing due diligence
  3. Remedies and best practices for FCPA compliance

Benefits

The panel will review these and other key questions:

  • What factors should acquiring companies consider when conducting FCPA due diligence on a target company?
  • What should counsel address in post-closing due diligence?
  • What protective steps can a company take to minimize the risk of FCPA liability?

Following the speaker presentations, you'll have an opportunity to get answers to your specific questions during the interactive Q&A.

Faculty

Kathryn Cameron Atkinson
Kathryn Cameron Atkinson

Member
Miller & Chevalier

Ms. Atkinson is the Chair of the firm’s International Department and focuses her practice on the design and...  |  Read More

Diamant, Michael
Michael S. Diamant

Partner
Gibson Dunn & Crutcher

Mr. Diamant’s practice focuses on white collar defense, internal investigations, and corporate compliance. He...  |  Read More

Edward Fishman
Edward J. Fishman

Partner
K&L Gates

Mr. Fishman advises clients with respect to government and internal corporate investigations, corporate transactions,...  |  Read More