Monday, September 27, 2010 9:00
Welcome and Co-Chairs’ Opening Remarks
Michael Ward
Director of Compliance
Adobe Systems (San Jose, CA)
Robert W. Tarun
Partner
Baker & McKenzie LLP (San Francisco, CA)
9:15 The Agencies Speak on the Latest FCPA Enforcement Trends and Priorities
Tracy L. Davis
Assistant Regional Director,
Division of Enforcement
U.S. Securities & Exchange Commission (San Francisco, CA)
Charles E. Duross
Acting Deputy Chief, Fraud Section
Criminal Division
U.S. Department of Justice (Washington, DC)
Hear from senior US DOJ and SEC representatives about current FCPA enforcement priorities, landmark cases and the extent of international cooperation, including:
- Countries and industries under increased scrutiny and focus on high risk markets Emphasis on transactional anti-corruption due diligence
- Continued focus on prosecution of individuals at all levels
- Use of the control person theory of liability
- Crossover into other international regulatory compliance areas, such as export controls and antitrust
- Use of traditional law enforcement practices including wiretaps, confidential informants, and sting operations
- Increased multijurisdictional cases and international cooperation
- SEC and DOJ organizational changes
- SEC and DOJ approaches to voluntary disclosures
Attendees will have an opportunity to ask questions.
10:15 Coffee Break
10:30 Designing and Implementing an FCPA Compliance Program Tailored to Your Company’s Risk Areas
David C. Farrell
Vice President
Chief Compliance and Ethics Officer
Yahoo (Sunnyvale, CA)
John F. Kuckelman
Global Anti-Corruption Counsel
Eli Lilly and Company (Indianapolis, IN)
David Karas
Senior Director, Ethics and Business Conduct
Hitachi Data Systems (Santa Clara, CA)
Sangita S. Patel
Senior Compliance Counsel
Chevron (San Ramon, CA)
Moderator: Amy Conway-Hatcher
Partner
Morgan Lewis LLP(Washington, DC)
- Assessing corruption risks in your company operations, industry specifi c considerations for technology, pharmaceutical, and energy sectors
- Detecting transaction and project based risks −including customs clearance, major real estate activities and one-off activities
- Identifying points of contact with government offi cials, −the nature and extent of direct government contracts
- How to create “ownership” of the program and assign managerial responsibility
- Involving representatives from legal, audit, and finance departments in day-to-day operations of the compliance program
- How to ensure effective reporting, oversight by senior management and accountability
11:45 The FCPA Year in Review: What the Latest Settlements and Investigations Reveal About FCPA Compliance Priorities
Paul R. Berger
Partner
Debevoise & Plimpton LLP (Washington, DC)
- Ongoing industry-wide investigations and increased scrutiny of pharmaceutical, technology and oil and gas industries
- New and aggressive theories of enforcement and prosecution
- Movement towards self-monitoring provisions in settlement agreements
- Increased focus on bribery in the regulatory context
- Focus on investment activity and transactions
- What to learn from Daimler AG, Innospec, Alcatel Lucent, Nexus Technologies, and other significant indictments, trials and corporate settlements in 2010 Continued targeting of individuals for prosecution and lessons learned from
- Control Components, Inc. (CCI), Frederic Bourke and the Greens
- Enforcement trends going forward – new theories of liability, targeted industries and international trends
- When companies should, or not, consider voluntary disclosures
12:30 Lunch for Attendees and Speakers
1:45 Building an Effective Due Diligence Processto Screen and Monitor Third-Party Agents and Ensure Channel Partner Compliance
Michael Ward
Director of Compliance
Adobe Systems (San Jose, CA)
Robert Rubenstein
Vice President and Principal Counsel
Bechtel (San Francisco, CA)
James R. Meehan
Partner, Forensic Services
PricewaterhouseCoopers LLP (San Francisco, CA)
- Key considerations when performing a risk inventory of channel partners
- Categorizing third-party relationships and sorting by risk to determine which partners must undergo due diligence and to what degree
- Obtaining and verifying third-party records and considering privacy laws in each potentially relevant jurisdiction
- Employing questionnaires to extract information from channel partners that may not be available on proprietary databases
- Identifying red (and green) flags when vetting third parties
- Adopting a policy on the use of third-parties – driving accountability and ensuring business units are aware of third-party risks and liability
- What recent enforcement actions based on third-party conduct reveal about effective due diligence processes
3:00 Refreshment Break
3:15 Developing a Compliant Gift, Travel, Entertainment and Hospitality Policy
John F. Kuckelman
Global Anti-Corruption Counsel
Eli Lilly and Company (Indianapolis, IN)
Herb Wilgis
Compliance Program Attorney
Office of Legal Compliance
Microsoft Corporation (Seattle, WA)
Anna Itoi
Senior Counsel to Managing Counsel
Ethics & Compliance
Google Inc. (New York, NY)
Ivonne Mena King
Partner
Foley & Lardner LLP (Palo Alto, CA)
- Defining “reasonable and customary” across multiple jurisdictions
- Ensuring circumstances of gift giving demonstrate a clear connection with recognized gift giving events such as a holiday, marriage, or project milestone
- Managing travel expectations for local government officials Developing an FCPA-compliant business travel expense policy
- Ensuring transparency – reviewing, documenting, recording and reporting all hosting and entertainment expenses
- Keeping cash payments to a minimum and closely scrutinizing
- What recent enforcement actions based on gifts and hospitality violations reveal about compliance guidelines
4:15 Conducting Effective Internal FCPA Investigations
Stephen Clayton
Formerly Senior Director Anti-Corruption Compliance
Sun Microsystems (Santa Clara, CA)
Elizabeth C. Peterson
Partner
Wilson Sonsini Goodrich & Rosati (Palo Alto, CA)
- Deciding whether an internal investigation is necessary and defi ning the scope appropriately
- What the investigative process should look like for specific industries including high tech, pharma and energy
- How new DOJ focus on the prosecution of individuals effects internal investigation process
- Interviewing employees
- Provision of counsel to individual employees
- Data privacy laws and blocking statutes
- Coordinating the investigation between the company, outside counsel and accounting firms
- Deciding when the investigation has been exhausted – how much is enough in trying to learn the facts and maximizing credibility to government
5:15 Boot Camp Adjourns for the Day.
Tuesday, September 28, 2010
9:00 Co-Chairs’ Opening Remarks
9:05 Enhancing Employee and Third Party Training Programs to Support Your Compliance Initiatives
Robert Rubenstein
Vice President and Principal Counsel
Bechtel (San Francisco, CA)
Kevin Gross
Senior Counsel,
Global Upstream & Gas
Chevron (San Ramon, CA)
- Developing a curriculum that refl ects your industry and company’s risks areas
- Implementing an effective third-party FCPA training program and educating business units on the risks represented by channel partners
- How to market the program to channel partners and apply training requirements
- Mechanics and logistics of global training when operating in remote areas
- Balancing in-depth training with basics: conduct-specifi c training versus focus on laws and regulations
- Creating and conducting effective train-the-trainer sessions
- Using annual certifications and other affirmative actions to confirm compliance
- What to consider when deciding if additional or refresher training is needed
- Pros and cons of live training and other methods
9:45 Conducting Effective Anti-Corruption Due Diligence in Mergers & Acquisitions
R. Christopher Cook
Partner
Jones Day LLP(Washington, DC)
Manny Alas
Partner,
Forensic Services
PricewaterhouseCoopers LLP (New York, NY)
- Key areas for screening including internal controls, ownership, sales, marketing and tax compliance
- Evaluating the risk of undisclosed FCPA violations
- Managing diligence issues involving third party agents and JV partners of target company
- What to do if pre-signing or closing due diligence efforts reveal potential FCPA issues
- Evaluating whether and how to proceed if a potential seller will not cooperate with FCPA diligence
- Dealing with FCPA risks in bid auctions or other situations not permitting full FCPA due diligence
- Leveling the playing fi eld when bidding against others in low-enforcement jurisdictions
- Minimizing or avoiding a seller’s pre-closing FCPA liabilities
- Developing a post-close due diligence strategy
10:45 Coffee Break
11:00 Responding to Requests for Bribes When Obtaining Regulatory Approvals
Marynell DeVaughn
Vice President and Associate General Counsel
ATK (Arlington, VA)
Ivonne Mena King
Partner
Foley & Lardner LLP (Palo Alto, CA)
- Getting through red tape, documentation and forms in dealing with local bureaucracy in the least amount of time without paying a bribe
- How to best respond and what not do when faced with a direct or implied extortion demand by a local government official
- Why asking a local partner, associate, accountant to solve the problem is not the answer
- Solving problems associated with bureaucracy of licensing and managing unrealistic expectations
- Setting up red and green flags throughout the customs clearance process to detect wrongdoing and respond effectively
- Reviewing and updating policies on obtaining foreign government licenses, permits and certifications
11:45 Controlling the Money with Effective Books and Records
Paul R. Berger
Partner
Debevoise & Plimpton LLP (Washington, DC)
Frederic R. Miller
Partner,
Forensic Services
PricewaterhouseCoopers LLP (Washington, DC)
- Deciphering FCPA records retention rules, fraud and fi nancial disclosure controls
- What your system of books and records and fraud risk internal controls need to accomplish
- Document retention policies that work and those that do not
- Communicating and enforcing your document retention policyIdentifying and analyzing relevant electronic communications
- Leveraging your financial accounting system to identify questionable transactions
- Controlling the cost associated with document preservation
12:45 Lunch for Attendees and Speakers
2:00 Preparing for Increased Anti-Bribery Enforcement Overseas: Update on Application of New UK Bribery Act and other European Regulations
Ian Hargreaves
Partner
Addleshaw Goddard (London, UK)
- State of corruption investigations and enforcement in the UK, Germany and other OECD Member countries
- Impact of the new UK anti-bribery act on corporate liability
- Enforcement of the new UK anti-bribery act and cooperation with U.S. enforcement authorities
- International cooperation among law enforcement agencies and multijurisdictional investigations
- OECD Convention “good practice” guidance and position on facilitation payments
2:45 Conducting an Effective Risk Assessment: How to Detect FCPA Violations at the Bidding and Negotiation Stage
Michael Ward
Director of Compliance
Adobe Systems (San Jose, CA)
Amy Conway-Hatcher
Partner
Morgan Lewis LLP (Washington, DC)
- Testing transactions based on criteria such as payment amount, transaction description, and vendor and customer relationship
- Adequately reviewing accounts payable data for high-risk transactions such as commission payments and fees, reimbursements to sales agents, commercial agents and professional service providers, and consulting fees
- Evaluating results and using information effectively
- How to judge whether compensation is excessive – value of services and of contract, products and going rate/comparables
- What you can reasonably do to mitigate risks once identified
3:15 Refreshment Break
3:30 How Company Executives Can be Drawn into Investigations
Robert W. Tarun
Partner
Baker & McKenzie (San Francisco, CA)
- The concept of “knowledge” and liability for the conduct of agents under the FCPA
- What constitutes “knowledge” under the FCPA
- Range of conduct that has led to enforcement actions against individuals
- Jurisdictional considerations when non-US citizens are involved
- How to minimize the risk of personal liability
- What to learn from recent prosecutions of individuals
4:00 Interactive Panel Session
Creative Responses to Corruption in High Risk Markets
Stephen Clayton
Formerly Senior Director Anti-Corruption Compliance
Sun Microsystems (Santa Clara, CA)
Herb Wilgis
Compliance Program Attorney
Office of Legal Compliance
Microsoft Corporation (Seattle, WA)
John F. Kuckelman
Global Anti-Corruption Counsel
Eli Lilly and Company (Indianapolis, IN)
Moderator
Robert W. Tarun
Partner
Baker & McKenzie LLP (San Francisco, CA)
Ask your most pressing questions and get the answers you need from senior in-house compliance executives, outside counsel and consultants.
5:00 Boot Camp Ends
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