It’s easy enough to scoff at the slogans, proverbs and aphorisms that line the halls of the great corporations. Who hasn’t emerged from a conference-room donnybrook wondering who the Teamwork posters are supposed to be talking about? And yet, THINK helped create an industry and a company to lead it, and Safety First really can save lives.
How about compliance? Can we ever be reminded too many times to play by the rules, obey the law, keep our noses clean? Just as the best safety programs prevent accidents before they happen, so the best compliance programs should likewise head off illegal schemes before they hatch. So, could it be that the best — which means the most memorable — lessons about the FCPA might just be the shortest?
With that in mind, here are ten fast facts about the FCPA. Some aren’t all that “fast” and none will fit on a bumper sticker. But we’ll keep trying — and we’ll welcome your help.
1. Companies and individuals subject to the FCPA’s antibribery provisions cannot give or promise to give anything of value to foreign officials directly or indirectly in order to obtain or retain business.
2.Those subject to the FCPA’s accounting standards must make and keep books and records that accurately and fairly reflect the transactions and dispositions of the assets of the corporation, and have internal accounting controls adequate to provide reasonable assurance of the integrity of the company’s financial systems and its disclosures.
3. An FCPA antibribery offense is punishable by up to five years in jail; intentionally violating the accounting standards can result in 20 years in prison.
4. The antibribery provisions generally apply to all organizations based or operating in the United States, and the accounting standards apply to companies with securities trading on a U.S. exchange and filing periodic reports with the SEC. Directors, officers, employees and agents of the foregoing are covered by the FCPA, as is anyone who does anything to cause an FCPA offense while they’re on U.S soil.
5. Even if a foreign subsidiary isn’t covered by the FCPA, its acts might cause its U.S. parent to be in violation.
6. Indirect payments or promises to pay foreign officials through partners, agents or other intermediaries can violate the law.
7. Corrupt payments to a foreign political party, party official or candidate for foreign political office intended to obtain or retain business are prohibited.
8. Anyone acting on behalf of a “public international organization” such as the International Olympic Committee, the United Nations, the World Bank and the International Red Cross is a “foreign official” for the FCPA.
9. Members of a royal family are “foreign officials” for the FCPA.
10. The best protection against an FCPA violation is an “effective compliance program.” It can result in penalty reductions for companies by up to 95%, according to the U.S. Federal Sentencing Guidelines.
10-A. The board of directors is always responsible for the oversight and management of the company’s FCPA compliance program.
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