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Today is Valentine’s Day – a day often associated with flowers.

Many discussions regarding bribery are vague (and compliance a challenge) because the “b” word (bribery) can mean different things in different contexts.

Indeed, many Foreign Corrupt Practices Act enforcement actions concern things of value such as jobs and internships, sport tickets, food and beverage, leisure activities, etc. that are normal and legal in most circumstances.

Yet providing such things of value to a specific type of person (an individual the DOJ/SEC deem to be a “foreign official”) may expose a company or individual to the “b” word.

And this includes flowers.

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An Odd FCPA Clause


Searching for Foreign Corrupt Practices Act content every day, every week, every month, and every year for 13 years running sometimes yields interesting results.

Such as the ticketing page for the NBA’s Portland Trailblazers.

The page sets forth 17 separate terms and conditions of purchasing a ticket including such mundane matters as: ticket sales are final; game times may change; the team and/or NBA may utilize a ticket holder’s image, likeness, etc. in live or recorded audio or images; and the belongings of a ticket holder may be subject to search upon entry into the arena.

And then there is this.

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A Closer Look At The Ng Jury Instructions

Closer Look

Foreign Corrupt Practices Act jury trials are rare.

Therefore, FCPA jury instructions are also rare.

Highlighted below are certain portions of the jury instructions from the recent trial of Roger Ng (a former managing director at Goldman Sachs) was who convicted by a jury of FCPA and related offenses for paying bribes to various Malaysian and Abu Dhabi officials in connection with 1Malaysia Development Berhad (1MDB), Malaysia’s state-owned and state-controlled investment development company.

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Survey Says …

Survey Results

The OECD recently released this study titled “Corporate Anti-corruption Compliance Drivers, Mechanisms and Ideas for Change.” The study largely relies on results of a survey “to better understand the extent to which companies are currently motivated to take measures to prevent and detect bribery and other forms of corruption in their business dealings.”

The survey size was very small (only 130 survey respondents – largely individuals in a legal or compliance role in their companies – with the U.S. having the most respondents – with the largest number of respondents in the healthcare industry). As a result the survey was not representative as even the report recognized: “a company that does not have a compliance program probably would not have an interest in participating in a study of such program – thus it is important to remember that the percentage of respondents who indicated that their companies have such a program is not at all indicative of the percentage of overall companies in the world that have such programs.”

Even as to this survey group, as highlighted below several survey responses caught my eye and call into question whether “soft” enforcement of the FCPA (and related laws) has been successful (see here for the article “Has the FCPA Been Successful in Achieving Its Objectives”) or whether compliance can best be incentivized with a compliance defense (see here for the article “Revisiting an FCPA Compliance Defense”).

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Citgo Employees As Foreign Officials


In this 2009 post, the issue was raised whether the DOJ’s “foreign official” interpretation would become so broad that employees of Citgo Petroleum (a Delaware corporation with headquarters in Houston) would be considered “foreign officials” under the Foreign Corrupt Practices Act because Citgo is a subsidiary of Petroleos de Venezuela S.A. (PDVSA).

In this little noticed FCPA enforcement from February 2020 against Tulio Anibal Farias-Perez in the sprawling PDVSA related actions, the DOJ did allege this theory of prosecution.

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