The SEC frequently resolves administrative actions against issuers and occasionally, in connection with the same core conduct, resolves administrative actions with current executive officers.

But the SEC charging an issuer and its current executive officers in federal court? This is a rare instance indeed.

Yet that is exactly what the SEC did last week in this complaint charging Live Ventures (a Nevada based online marketing services company) and its current CEO John Isaac and CFO Virland Johnson.

There are no allegations of foreign bribery, but the enforcement action once again demonstrates that the FCPA has always been a law much broader than its name suggests as Live Ventures, Isaac, and Johnson were charged with, among other things, FCPA books and records and internal controls violations.

Continue Reading

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.

Case in point is this recent SEC enforcement action against Gulfport Energy Corporation.

Continue Reading

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 books and records and internal controls provisions are among the most generic legal provisions one can possible find. The provisions generally require issuers to: (i) maintain books and records which, in reasonable detail, accurately and fairly reflect issuer transactions and disposition of assets (the books and records provisions); and (ii) devise and maintain a system of internal accounting controls sufficient to provide reasonable assurances that transactions are properly authorized, recorded, and accounted for (the internal controls provisions).

Because of these provisions, 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.

Continue Reading