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“The Company Neglected To Comply With Basic Internal Control Requirements”

By on February 27, 2023 in African Gold, Internal Controls, Non-FCPA FCPA Enforcement Actions, Special Purpose Acquisition Company
noncompliance

The Foreign Corrupt Practices Act has always been a law much broader than its name suggests.

Sure, the FCPA contains anti-bribery provisions which concern foreign bribery.

Sure, the FCPA’s books and records and internal controls provisions can be implicated in foreign bribery schemes.

However, the fact remains that most FCPA enforcement actions (that is enforcement actions that charge or find violations of the FCPA’s books and records and internal controls provisions) have nothing to do with foreign bribery and these provisions are among the most generic legal provisions one can possibly find.

The latest example is this recent SEC enforcement action against African Gold (a publicly traded special purpose acquisition company incorporated in the Cayman Islands with its principal place of business in New York, New York).

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A Further Reminder That The FCPA Has Always Been A Law Much Broader Than Its Name Suggests

By on February 8, 2023 in Books and Records, Gentex, Internal Controls, Non-FCPA FCPA Enforcement Actions
gentex

This type of post has been published several times before (see here and here among other posts), and once again today, to highlight an important (yet often overlooked) aspect of the Foreign Corrupt Practices Act: the FCPA has always been a law much broader than its name suggests.

Sure, the FCPA contains anti-bribery provisions which concern foreign bribery. Sure, the FCPA’s books and records and internal controls provisions can be implicated in foreign bribery schemes.

However, the fact remains that most FCPA enforcement actions (that is enforcement actions that charge or find violations of the FCPA’s books and records and internal controls provisions) have nothing to do with foreign bribery. For lack of a better term, let’s call these numerous enforcement actions non-FCPA, FCPA enforcement actions.

The latest example is this recent SEC enforcement action against Gentex (a Michigan based company that provides digital vision, connected car, dimmable glass, and fire protection products).

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The SEC’s Other Recent “FCPA” Enforcement Actions

By on October 4, 2022 in Accounting Industry, Barclays, Books and Records, Compass Minerals, Deloitte, Internal Audit Issues, Internal Controls, Non-FCPA FCPA Enforcement Actions, Tupperware
SEC

September 30th was the end of the SEC’s fiscal year – and like prior years – there was much enforcement activity in September. Just don’t call it “earnings management” – even though that is a term SEC Commissioner Hester Peirce has used to describe enforcement activity in September (see here).

Forty percentage of corporate SEC FCPA enforcement actions thus far in 2022 occurred during a 12-day period last month (see here and here) and this post highlights several other non-FCPA, FCPA enforcement actions (that is – enforcement actions that charge or find violations of the FCPA’s books and records and internal controls provisions, yet have nothing to do with foreign bribery) from late September.

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Another Diluted Oracle Enforcement Action

By on September 29, 2022 in Internal Controls, Oracle, Parent – Subsidiary Issues
weak

This post highlighted the SEC’s recent $22.9 million Foreign Corrupt Practices Act enforcement action against Oracle based on subsidiary conduct in Turkey, the United Arab Emirates, and India.

It was the second time in the past approximate decade that Oracle has resolved an FCPA enforcement action (see here). The first time Oracle resolved an FCPA enforcement action, this post was titled “The Dilution Of FCPA Enforcement Has Reached A New Level With The SEC’s Enforcement Action Against Oracle.”

The second FCPA enforcement action against Oracle this week was just as diluted – an issue apparent when actually reading the SEC’s findings.

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Yet Another Non-FCPA, FCPA Enforcement Action

By on August 18, 2022 in Books and Records, Internal Controls, Non-FCPA FCPA Enforcement Actions
Eagle

Thus far this year, the SEC has brought three Foreign Corrupt Practices Act enforcement actions involving alleged foreign bribery.

In the last approximate two months, the SEC has brought at least three FCPA enforcement actions not involving foreign bribery.

Confused? Don’t be. The FCPA has always been a law much broader than its name suggests. Sure, the FCPA contains anti-bribery provisions which concern foreign bribery. Sure, the FCPA’s books and records and internal controls provisions can be implicated in foreign bribery schemes.

However, the fact remains that most FCPA enforcement actions (that is enforcement actions that charge or find violations of the FCPA’s books and records and internal controls provisions) have nothing to do with foreign bribery. For lack of a better term, the name non-FCPA, FCPA enforcement actions has long been used on this site.

The latest example is this recent SEC enforcement action against Eagle Bancorp, Inc.

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