FCPA Professor has been described as “the Wall Street Journal concerning all things FCPA-related,” and “the most authoritative source for those seeking to understand and apply the FCPA.” Set forth below are the topics discussed this week on FCPA Professor. Recently Senator Amy Klobuchar entered the crowded Democratic field for President and this post highlights how she was a leading voice for FCPA reform in connection with the Senate’s 2010 FCPA hearing and aftermath. As highlighted…
This previous post highlighted the DOJ and SEC’s individual enforcement action against Gordon Coburn and Steven Schwartz (former executives of Cognizant Technology Solutions) in connection with a planning permit in India. This post highlights the SEC’s enforcement action (as well as the DOJ’s so-called declination letter) against the company based on the same core conduct in which the company, without admitting or denying the SEC’s findings, agreed to pay approximately $25 million in disgorgement and…
US reporting companies that are planning or have completed a significant acquisition of a business may need to file separate target financial statements and related pro forma financial statements under Rule 3-05 and Article 11 of Regulation S-X.  The specific SEC rules and financial reporting obligations triggered by a significant acquisition can be quite complex and challenging, requiring careful evaluation by an acquiring company.  These rules may also impact the ability of registrants to access…
In this 2016 post highlighting Cognizant Technology Solutions’s disclosure of Foreign Corrupt Practices Act scrutiny it was also noted that Gordon Coburn resigned from his position as President of Cognizant Technology Solutions. This follow-up post noted that the two disclosures were likely related. Sure enough as today the DOJ announced that Coburn and Steven Schwartz (Executive Vice President, Chief Legal and Corporate Affairs Officer) were criminally charged with FCPA violations. If the defendants choose to put…
Never mind that …, “foreign official” charges, scrutiny alert, ISO-37001 related, and ethics inquiry up north. It’s all here in the Friday roundup. Never Mind That … Never mind that Cobalt International – not once, but twice – beat back the government in connection with FCPA scrutiny in Angola (see prior posts here and here as well as this podcast). Nevertheless, a federal court judge recently approved an approximate $175 million settlement of investor class…
The Commission initiated enforcement actions centered on insider trading, a sham transaction and a lack of auditor independence this week. The insider trading case charged a former high-ranking Apple attorney tasked with administrating the firm’s insider trading policy while the sham transaction focused on claims by executives that their firm could turn garbage into useful product, a pitch crafted to solicit merger partners. A proceeding against an audit firm and its partners centered on a…
As highlighted in this prior post, in July 2017 (after a long trial) a federal jury convicted Ng Lap Seng of two counts of violating the FCPA, one count of paying bribes and gratuities, one count of money laundering and two counts of conspiracy “for his role in a scheme to bribe United Nations ambassadors to obtain support to build a conference center in Macau that would host, among other events, the annual United Nations…
A corporate attorney charged with monitoring the insider trading policy for a large publicly traded company clearly knows the practice is illegal. Indeed, at one point while administering the insider trading policy the attorney disseminated an email at his firm as part of the policy enforcement mechanism which stated in part: “Remember trading is not permitted, whether or not in an open trading window, if you possess or have access to material information that has…
Many people are surprised upon learning that my home base is a small Wisconsin village of approximately 1,000 people. However, when Elkhart Lake is your hometown (as well as that of your wife) life is good. I don’t often go off-topic, but wanted to share this recent profile of FCPA Professor in a local newspaper as well as this recent local radio interview (beginning at the 12 minute mark) in which I discuss my background,…
While the government shutdown dragged on, the Courts and the Department of Justice continued to investigate and prosecute FCPA and related actions. One resulted in a guilty plea by a business man in Hawaii. U.S. v. Lyon, No. 1:19-cr-00008 (D. Hawaii Plea Jan. 22, 2019). Another involved a citizen of Micronesia tied to the bribery scheme with Mr. Lyon. That complaint, filed on January 24, 2019 was unsealed on February 11, 2019. U.S. v. Halbert,…