FCPA Voluntary Disclosure: Determining Whether and When to Self-Report

Weighing the Options, Understanding the Risks and Rewards, and Minimizing Penalties

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


Conducted on Wednesday, October 29, 2014

Recorded event now available

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Program Materials

This CLE webinar will examine the approaches taken by the DOJ and SEC to voluntary disclosures of potential FCPA violations, the factors that companies and their counsel must consider when determining whether to voluntarily disclose a potential FCPA violation, and strategies that companies can take in this context to reduce or minimize penalties.

Description

Determining whether and when to make a voluntary disclosure of a potential FCPA violation to the U.S. Department of Justice (DOJ) and/or the Securities and Exchange Commission (SEC) is one of the most challenging decisions for companies and their counsel. They must carefully weigh the risks and benefits of such disclosure.

Cooperating with government investigations and voluntarily disclosing potentially illegal conduct can mitigate penalties. However, there is no certainty that the government would have discovered the potential violation absent a disclosure. The voluntary disclosure decision is often complicated because it must be made without a complete picture of the facts.

Companies and counsel must also consider that failure to voluntarily disclose potential FCPA violations may prompt shareholder litigation. Several multinational companies have been hit with shareholder derivative suits alleging breach of fiduciary duty by failing to make a voluntary disclosure.

Listen as our authoritative panel examines the approaches taken by the DOJ and SEC to voluntary disclosures of potential FCPA violations, the factors that companies and their counsel must consider when determining whether to voluntarily disclose a potential FCPA violation, and strategies that companies can take in this context to reduce or minimize penalties.

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Outline

  1. Understanding government guidelines for when to disclose
    1. DOJ Guidance
    2. SEC Guidance
    3. Historical Record on Voluntary Disclosures
  2. Factors relevant to whether to self-disclose
    1. Nature and scope of violation
    2. Prior Offenses
    3. Likelihood of an involuntary disclosure
    4. Risk of civil litigation
    5. Statute of limitation issues
  3. Voluntary disclosure pros and cons
    1. Compare governmental agency approaches
    2. Potential benefits of disclosure
    3. Monetary penalties
    4. Cost of a government investigation
    5. Privilege waiver issues
    6. What to do if not disclosing

Benefits

The panel will review these and other key issues:

  • Factors a company should consider in deciding whether to voluntarily disclose a potential FCPA violation
  • Company actions the SEC and DOJ consider to be sufficient cooperation to warrant mitigation of penalties
  • Best practices to minimize FCPA violations and penalties

Faculty

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

Kimberly A. Parker
Kimberly A. Parker

Partner
WilmerHale

Ms. Parker’s practice focuses on white-collar criminal matters, internal corporate investigations, and...  |  Read More

James G. Tillen
James G. Tillen

Member
Miller & Chevalier

Mr. Tillen has significant experience with every facet of an FCPA enforcement matter, including developing work...  |  Read More

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