Bill Steinman: An FCPA lawyer looks at Stars Wars

When Jimmy Carter signed the Foreign Corrupt Practices Act into law in December 1977, it couldn’t have been further from my mind. Had it entered my consciousness at all — which it likely didn’t — it would have been crowded out by Luke Skywalker, Chewbacca and Darth Vader.

Global corruption? I had no time for such petty concerns. After all, the first Star Wars action figures weren’t going to hit stores until 1978, and that delay was surely the greatest threat to civil society.

While my global outlook has certainly expanded since the late 1970s, George Lucas’ space opera still resonates in my everyday professional life as an FCPA lawyer. In many ways, I equate what I do with Star Wars’ intergalactic struggle against the Dark Side. Sounds a little silly — perhaps even grandiose — but just bear with me for a moment.

Think about why we fight corruption. I believe most companies invest a lot of effort in anti-corruption compliance not just because the law requires it, but also because it’s the right thing to do. I have dedicated my professional life to fighting corruption and — I hope — enhancing compliance because I believe it is right. Ultimately, doesn’t fighting this fight make all of us in the anti-corruption space a bit like the Jedi, seeking to safeguard peace and justice in the galaxy?

Take Darth Vader’s Galactic Empire, for example. It rules the galaxy with an iron fist, crushing dissent. It is utterly undemocratic, and built on repression and opacity. Its leaders live large in modern expensively appointed space stations and don fancy uniforms while its citizens lack access to basic government services. It’s entangled with organized crime bosses like Jabba the Hutt, a giant space slug specializing in smuggling, questionable loan practices and murder for hire. 

Reminds me — on more than just a superficial level — of the Earth-bound countries that present the highest corruption risks. If Transparency International existed a long time ago in a galaxy far, far away, it would have given the Galactic Empire a CPI score of zero.

Remember Luke Skywalker’s uncle, Owen Lars? He ran a little farm on an out-of-the way desert planet called Tatooine. He needed some help on the old homestead, so he bought two droids — the now famous C3P0 and R2D2 — from local scrap dealers known as the Jawas. Uncle Owen asked no questions, even though the transaction is rife with red flags. These spiffy, new droids were entirely out of place in the Jawas’ otherwise tired and barely functional inventory, and Uncle Owen got them for a bargain.

Where did the droids come from? How did the Jawas acquire them? Luke Skywalker tried to blow the whistle and report that the droids might have been stolen, but in response, Uncle Owen put his head in the proverbial sand and replied that they “belong to us now.” Uncle Owen is like every business guy who says due diligence is a waste of time. In the end, Owen loses the farm –– and a whole lot more — for ignoring those red flags.

Last but certainly not least, consider Princess Leia. She is the ultimate civil society activist, working to enhance the rule of law in the face of overwhelming odds. Unmoved by threats and intimidation, and always willing to grab a blaster and get her hands dirty. She even convinces a smuggler to join the cause of freedom and democracy! Trade that blaster for a laptop and she’s exactly who you’d want representing you before the DOJ and SEC. (Carrie Fisher, we miss you!)

So, the FCPA and Star Wars — both momentous events of 1977 — will, at least to me, always be inextricably linked.  

I may not wield a light saber or drive to work in a land speeder, but I still see the fight against corruption in the broad strokes of Good battling against a seemingly more powerful, more organized Evil. I consider what my clients do to comply with the FCPA, and what I do to help them in that effort, as a battle against the dark side of human nature. I see the uphill fight against repressive regimes that steal their citizens’ money and sell their resources to the biggest briber like the rebellion against the evil Galactic Empire. 

It might not seem as if a good compliance program, robust due diligence on third parties, scrutinizing gifts and hospitality, and investigating anonymous calls to the hotline will ever make a dent in the global edifice that is bribery and corruption. But then again, Star Wars’ motley band of rebels didn’t think they had much of a chance against the Death Star, and they won the day. Perhaps, just perhaps, armed with the powerful “Force” that is the FCPA, we will too.   

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Bill Steinman is a Contributing Editor of the FCPA Blog. He’s the senior partner at Steinman & Rodgers LLP, a boutique law firm in Washington, D.C. specializing in international anti-corruption compliance and investigations.