General Business Criminal Law Mergers & Acquisitions

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DOJ Issues Opinion, Provides (Some) Comfort on Successor Liability

In a recent Opinion Procedure Release (OPR), Number 14-02, the U.S. Department of Justice expressly limited successor liability for a US company purchasing a non-US company that had paid bribes in the past. In so doing, DOJ...more

DOJ Is Moving Away From The Halliburton Opinion

The U.S. Department of Justice just issued its most recent Foreign Corrupt Practices Act opinion release, only the second in 2014. The requestor, a publicly traded U.S. consumer products company, sought an opinion as to...more

DOJ Clarifies Successor Liability for Foreign Acquisitions in Latest Opinion Release

Earlier this week, the U.S. Department of Justice (DOJ) issued its second public opinion release of the year in response to a question posed regarding the applicability of the U.S. Foreign Corrupt Practices Act (FCPA) to a...more

DOJ Penalty Warns: Do Not Jump the Gun

The Department of Justice’s recent $4.95 million settlement of claims of illegal premerger coordination – also known as "gun jumping" – between two particleboard manufacturers reminds parties to exercise care over pre-closing...more

Antitrust In Australia: Where Is It Heading?

The ACCC argues the current wording of section 46 of the Competition and Consumer Act 2010 (CCA) (which regulates misuse of market power) does not sufficiently capture exclusionary anti-competitive conduct that can damage the...more

Orrick's Antitrust and Competition Newsletter - August 2014

China’s MOFCOM Blocks ‘P3 Alliance’ Despite EU, U.S. Non-Opposition - On June 17, 2014, China’s Ministry of Commerce, China’s competition regulator, prohibited the proposed “P3 Alliance” that would have combined the...more

Board Of Directors And Doing Business In China Under The FCPA

The case of GlaxoSmithKline PLC (GSK) is still resonating across the corporate globe....more

Bill Baer Announces First Major Policy Shift And Provides 2013 Antitrust Division Update

Bill Baer assumed his post as leader of the U.S. Department of Justice (DOJ) Antitrust Division in January of this year and is starting to make his mark....more

Savonarola And The Need To Evaluate Compliance In Pre-Acquisition Due Diligence

I have always found one of the most fascinating figures of the Florentine Renaissance to be Girolamo Savonarola, who effectively ruled Florence from 1494-1498....more

Take 5 Newsletter: Restrictive Covenants, Federal Trade Secret Enforcement Initiative, Uniform Trade Secrets Act, Liability for...

In the area of trade secrets and non-compete law, there continue to be notable developments at the state and federal levels. Here are five recent ones. ...more

Anti-Corruption: Effective Compliance Begins with the Assessment of Risks

Virtually every authoritative source of guidance on effective anti-corruption compliance emphasizes the importance of conducting a company-wide “risk assessment.” For example, U.S. authorities have stressed with regard to the...more

New Competition Regulation in the United Arab Emirates - Considerations for Commercial Practices and Transactions

This briefing identifies the types of practices and transactions in which domestic competition law might be relevant to doing business in the United Arab Emirates (the UAE) in light of the new federal competition law set to...more

Criminal Antitrust Update - May 2012

IN THIS ISSUE: - Industry Scorecard Publishing: Although the case is civil rather than criminal, the U.S. Justice Department’s Antitrust Division (Division) launched a significant price-fixing lawsuit against...more

Business Pushback against Brazil Foreign Bribery Bill

In January 2012, FCPAméricas reported on how Brazil is currently considering an overhaul of its foreign bribery law. In March, we reported on how a special committee created by the Brazilian Congress to analyze the bill made...more

Insider Trading Compliance

An outline of insider trading compliance program elements....more

Boards of Directors and Compliance: Four Areas of Inquiry

In an article in the December 2011 issue of Compliance Week Magazine, entitled “Board Checklist: What Every Director Should Know”, author Jaclyn Jaeger reported on a panel discussion at the Association of...more

The Saga of MF Global - Don't Shoot the Messenger, Fire the Chief Compliance Officer

These two bits of guidance came to mind when reading about MF Global over the past few weeks, regarding its Chief Risk Officer, the financial services equivalent of a CCO. As reported on December 15, in a New York Times (NYT)...more

Criminal Antitrust Update - December 2011

In This Issue: - INDUSTRY SCORECARD - RECENT DOCUMENT DISPUTES IN DOJ’S ACTION TO BLOCK AT&T/T-MOBILE MERGER - COMMENT: REVOCATION OF LENIENCY AGREEMENTS Excerpt from Industry Scorecard: Shipping Industry: Sea...more

McNulty's Maxims, the Deepwater Horizon and FCPA Internal Controls

I often write about what I call Paul McNulty’s three maxims of a Foreign Corrupt Practices Act (FCPA) compliance program: 1) What did you do to prevent it?; 2) What did you do to detect it?; and 3) What did you do to...more

The FCPA Database - A Great New Resource for All Things Compliance

Yesterday the FCPA Blog wrote about a new resource available to the compliance practitioner, the FCPA Database. Intrigued by this introduction and still needing to cool off from my rant about the worst conflict of interest...more

The Worst Conflict of Interest Move of All-Time (at least since Enron)

In every Code of Conduct that I have seen there is a Conflict of Interest (COI) provision. Many people, including myself, have wondered why something so self-obvious as a written company Code of Conduct would be listed as the...more

Does the FCPA Apply to Retailers? Ask Wal-Mart (or Aaron Murphy)

I am often asked the question by representatives of retailing companies of whether the Foreign Corrupt Practices Act (FCPA) applies to their businesses. While I have always answered in the affirmative, this question was...more

Risk Management - More than just Risk Assessment

In an article in the December edition of the ACC Docket, entitled “Disciplined and Practical Risk Management”, Jim Jackson, General Counsel of Medair, discussed risk management in the non-profit arena, focusing on...more

Is Water Wet Or Is Jack Webb Still 'The Man'

I am often asked where I come up with my ideas for blog postings. I respond that there are innumerable sources and resources in the compliance arena, in some ways perhaps too many. Today I will attempt to integrate three of...more

The Visible Hand: A New Compliance Model

In an article in the December issue of the Harvard Business Review, entitled “First Let’s Fire All the Managers”, author Gary Hamel writes about the concept that “Management is the least efficient...more

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