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Editors

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

Disclosure can be too much of a good thing

From SEC Commissioner Daniel M. Gallagher’s remarks at the 67th National Conference of the Society of Corporate Secretaries & Governance Professionals, Seattle, Washington on July 11, 2013:

The vital importance and proven value of our disclosure regime as a whole does not and should not lead to the conclusion that more government-mandated disclosure is always better.… Continue Reading

Feds reject Avon settlement offer

Avon Products Inc. said in a quarterly filing Thursday that the DOJ and SEC rejected an offer in June to settle an ongoing FCPA investigation for $12 million and have not yet made any counter offers.… Continue Reading

Wal-Mart uncertain about size of ‘probable’ FCPA loss

Wal-Mart said in its annual report filed with the SEC Tuesday that because of uncertain outcomes of U.S. and foreign government bribery investigations and civil suits filed by shareholders, it ‘can provide no assurance that these matters will not be material’ to its business in the future.… Continue Reading

Real Estate Firm Reports China Payments

In an SEC filing this week, global real estate services firm CB Richard Ellis (CBRE) disclosed possible FCPA violations in China.

It said payments by employees for entertainment and gifts to Chinese government officials were discovered during an internal investigation.… Continue Reading

Measuring Compliance

After a public company finds evidence of illegal payments overseas, there are decisions to make. Should the board launch an internal investigation? Should the company self-report its findings to the DOJ and SEC?… Continue Reading

Let’s Be Reasonable

It’s a material world — at least for auditors, public-company executives and securities lawyers. Material losses. Material misstatements and omissions. Material adverse changes. But wait. When it comes to the books and records provisions of the U.S.… Continue Reading

FCPA Defenses That Don’t Work

The text of the Foreign Corrupt Practices Act sets out three types of payments to foreign officials that are lawful — facilitating payments, promotional expenses and payments permitted under the written laws of the host country.… Continue Reading

The Requestor’s French Dilemma

Facing a decision to either stay in a joint venture or leave, when staying means violating the Foreign Corrupt Practices Act and leaving means breaching contractual obligations, is a legal disaster.… Continue Reading

Materiality, But Not By The Numbers

Strictly speaking, “materiality” should never be part of an FCPA discussion. A payment or promise to pay anything of value can violate the antibribery provisions, and the books and records provisions apply to any book, record or account.… Continue Reading