On November 14, 2012, the Department of Justice and the SEC issued long-awaited guidance on the Foreign Corrupt Practices Act (“FCPA”). The 120-page document was heralded by the DOJ as an “unprecedented undertaking,” although both agencies stressed that it does not represent a change in existing FCPA policy. The guidance addresses a number of issues, including definitions of “foreign official” and “instrumentality,” successor liability in mergers and acquisitions, and de minimis payments. The guidance also provides suggestions on effective compliance programs and significant factors the agencies consider in the determination of whether to pursue enforcement actions against companies.
A copy of the guidance is available here.© 2014 Schiff Hardin LLP