Top Menu

Walmart, Like Prior Issuers, Gets Whistled For Decentralized Compliance

whistled

Generally speaking, the FCPA’s internal controls provisions require issuers to “devise and maintain a system of internal accounting controls sufficient to provide reasonable assurances” that certain limited financial objectives are met. The FCPA then defines “reasonable assurances” to mean “such level of detail and degree of assurance as would satisfy prudent officials in the conduct of their own affairs.”

The main problem with these provisions is there is no specific standards by which to judge compliance. Indeed, as highlighted in this prior post, in SEC v. Worldwide Coin (believed to be the only judicial decision to substantively construe the FCPA’s books and records and internal controls provisions) the judge stated:  “The main problem with the internal accounting controls provision of the FCPA is that there are no specific standards by which to evaluate the sufficiency of controls; any evaluation is inevitably a highly subjective process in which knowledgable individuals can arrive at totally different conclusions.”

Continue Reading

Approximately 7.5 Years After Disclosing FCPA Scrutiny, Walmart FINALLY Resolves FCPA Enforcement Action

Wal-Mart

As highlighted in this prior post, in late 2011 Walmart disclosed that it began “an internal investigation into whether certain matters, including permitting, licensing and inspections, were in compliance” with the FCPA.

So began arguably one of the most high-profile instances of corporate scrutiny in Foreign Corrupt Practices Act. history. The scrutiny FINALLY came to an end yesterday as the DOJ and SEC announced (here and here) a coordinated $282 million enforcement action. As highlighted in this prior post, Walmart disclosed this likely settlement amount in November 2017,  yet it still took approximately 1.5 additional years to formally resolve the matter.

This post summarizes the DOJ and SEC’s enforcement action concerning alleged improper conduct in the following countries: Mexico, Brazil, India and China.  Future posts will explore numerous other issues relevant to the enforcement action.

Continue Reading

“Compliance Officer” / Dad

complianceofficerdad

Yesterday was Father’s Day.

With twin 11-year old boys, Father is just one of my titles. Referee and Compliance Officer being a few others. As to the later, Co-Compliance Officer along with my wife is the more accurate title (I wonder what the “Compliance 2.0” [or are we on to 3.0 now] folks would say about this structure)?

Father’s Day is a chance to reflect and to be sure being a Dad has informed my view of many things including compliance. When you really think about, compliance and parenting have a lot in common.

Continue Reading

A Compliance Professional Speaks

archives

[This post was originally published on FCPA Professor on November 12, 2014 by an anonymous compliance professional]

When you’re the Chief Compliance Officer (“CCO”) of a company that ends up in the middle of one of “those” all-encompassing FCPA investigations (as if there’s any other kind), people often want to know . . . what is it like?  How does it feel to be at ground zero of pure FCPA adrenaline?   This is my answer,  based on my repeated experiences.  I wish I could say it just happened once.  This is also based on my discussions with other CCOs.

It’s a rollercoaster with few ups and a lot of downs.

Continue Reading

If The Government Can Do That, Why Can’t It Do This?

shrug

A foreign official in Country A. A state-owned enterprise in Country B. A third-party agent in Country C.

Foreign Corrupt Practices Act enforcement actions are full of vague references to problematic actors. However, other business organizations, including those doing business in the same country or same industry, are generally left clueless as to the identity of the problematic actors.

Perhaps FCPA compliance and risk mitigation could be enhanced if the government specifically identified problematic actors so that other business organizations could react accordingly.

Continue Reading

Powered by WordPress. Designed by WooThemes