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Harry Cassin
Publisher and Editor

Andy Spalding
Senior Editor

Jessica Tillipman
Senior Editor

Bill Steinman
Senior Editor

Richard L. Cassin
Editor at Large

Elizabeth K. Spahn
Editor Emeritus

Cody Worthington
Contributing Editor

Julie DiMauro
Contributing Editor

Thomas Fox
Contributing Editor

Marc Alain Bohn
Contributing Editor

Bill Waite
Contributing Editor

Shruti J. Shah
Contributing Editor

Russell A. Stamets
Contributing Editor

Richard Bistrong
Contributing Editor

Eric Carlson
Contributing Editor

Posts Tagged: Disclosure

Total carries forward $398 million for possible FCPA settlement

Here’s the complete FCPA disclosure from Total SA’s Form 6-K (Report of Foreign Private Issuer) filed with the SEC on April 29, 2013:

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In 2003, the United States Securities and Exchange Commission (SEC) followed by the Department of Justice (DoJ) issued a formal order directing an investigation in connection with the pursuit of business in Iran by certain oil companies including, among others, TOTAL.… Continue Reading

Embraer expands investigation

The world’s third largest commercial aircraft manufacturer said its FCPA investigation has expanded to two more countries.

In 2010, Brazil-based Embraer S.A. disclosed an investigation focused on three countries.

Last week, Embraer said the investigation is still in its early stages and it’s too early for the company to know or talk about what might happen.… Continue Reading

Is this the world’s best compliance disclosure?

Texas-based oil and gas services firm Baker Hughes once held the record for the biggest FCPA settlement of all time.

In 2007, the company paid $44.1 million in penalties and  disgorgement, an astonishing amount at the time, and a signal that enforcement was shifting into high gear.… Continue Reading

Wal-Mart: A gap in the Guidance?

Photo courtesy of Wal-MartIn the new DOJ-SEC Guidance there is a hole big enough for a Wal-Mart truck to drive through.

The Guidance (pp. 17, 26, 52-65) has many hypotheticals to illustrate “Guiding Principles of Enforcements,” “Hallmarks of Effective Compliance Programs” and what violates the FCPA or securities laws.… Continue Reading

Hewlett-Packard’s latest FCPA disclosure (December 2012)

From Hewlett-Packard Company’s Form 10-K filed with the SEC on December 27, 2012, here is the company’s full FCPA disclosure:

The German Public Prosecutor’s Office (“German PPO”) has been conducting an investigation into allegations that current and former employees of HP engaged in bribery, embezzlement and tax evasion relating to a transaction between Hewlett-Packard ISE GmbH in Germany, a former subsidiary of HP, and the General Prosecutor’s Office of the Russian Federation.

Continue Reading

Wal-Mart’s lastest FCPA disclosure (December 2012)

Here is the full FCPA disclosure from the Form 10-Q filed with the SEC by Wal-Mart Stores, Inc. on December 4:

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The Audit Committee (the “Audit Committee”) of the Board of Directors of the Company, which is composed solely of independent directors, is conducting an internal investigation into, among other things, alleged violations of the U.S.… Continue Reading

Corporate behavior can change. Really

Only five years ago, no one talked about self disclosing potential FCPA violations.

Today, a mere blink of an eye later, self disclosure is the norm.

In our era of hyper-enforcement and Sarbanes-Oxley driven field certifications, the new pattern is set:

Hear from a whistleblower about sensitive payments somewhere, take a quick look for credible evidence, inform the board, launch an internal investigation, disclose it to the DOJ, and write it up in the next quarterly SEC filing.… Continue Reading