Boot Camp Day One: June 26, 2012
7:30 Registration and Continental Breakfast
8:30 Co-Chairs’ Opening Remarks
Alfredo Avilla
Vice President of Commercial Compliance
Archer Daniels Midland Co. (Decatur, IL)
Allyson Bouldon
Vice President and Chief Compliance Officer
Chiquita Brands International (Cincinnati, OH)
8:45 The Year in Review: A Retrospective Look at How Recent FCPA Cases and Trial Outcomes Are Shaping FCPA Enforcement Priorities
Jacqueline L. Hourigan
Executive Director, Global Ethics & Compliance
General Motors (Detroit, MI)
Mark A. Patton
Counsel, Global Law Affairs, Anti-Corruption
The Boeing Company (Rosslyn, VA)
Kimberly A. Parker
Partner
Wilmer Cutler Pickering Hale and Dorr LLP (Washington, DC)
- Current enforcement priorities for the DOJ and SEC: countries and industries currently under scrutiny
- Addressing the future of individual defendant litigation
- Overview of enforcement trends including increased prosecutions of individualsLessons learned from recent cases
- Recent rulings on foreign official definition − (Lindsey Manufacturing, Carson, Haiti Teleco)
- FCPA knowledge element − (Lindsey, Bourke)
- Third party risk - agents, representatives and distributors (Biomet, Smith & Nephew, Magyar Telekom)
- Gifts, travel and entertainment in high risk −markets (IBM, Aon)
- M&A risk − (Ball Corporation)
- High risk markets − (Watts, Rockwell, Diageo)
- Industry-wide investigations and sweeps
- Lessons from sting case dismissal
- Evaluating the range of conduct that has led to recent enforcement actions
- How DPAs and compliance monitoring are being used in FCPA cases
Focus on third Party risks
9:30 Vetting and Screening: How to Conduct Strong Pre-Contract Due Diligence in High Risk Markets
Kimberly S. Walker
Senior Counsel, Anti-Bribery/Corruption & Anti-Money Laundering, Regulatory Compliance
BP America Inc. (Houston, TX)
T. James Min II
Vice President, International Trade Law & Corporate Compliance, Legal Department
DHL Americas (Erlanger, KY)
Charles F. Smith
Partner
Skadden, Arps, Slate, Meagher & Flom LLP (Chicago, IL)
- Establishing appropriate front-end vetting protocols: basing screening protocols on the type of relationship and interests represented by the third-party
- Evaluating background red flags
- Identifying where the Government will have −concerns
- Government affiliations, ownership, social −and political connections and financial links
- Trouble zones: knowing what conduct to look for when evaluating parties within certain countries
- Knowing how far down the rabbit hole to go: determining which third party employees need screening
- What to do with information uncovered during the vetting process
- Regional and local risks – what to look for when evaluating parties in certain regions/countries
- Making decisions to use/not use a party
10:30 Morning Coffee Break
10:45 Auditing and Monitoring: How to Implement Robust Management Protocols for Existing Third-Parties
Christine Chi
Vice President, Global Head Anti-Bribery Group
Goldman Sachs (New York, NY)
Sergei Drapkin, MD, PhD, MBA
Senior Director
VIDOX Consulting SA (Luxembourg)
Ryan Murphy
Partner,
Forensic Services PwC LLP (Chicago, IL)
- Knowing when, where and how to audit – and what to do with the results
- What to do when a third party red flag arises
- Developing an appropriate third party oversight monitoring plan
- Customizing internal controls for parties and regions
- Training and managing supply chain vendors
- What can third parties do to work cooperatively with their partner organization?
- Forced marriages – what to do when you cannot choose your partner
- Monitoring risk when working with state owned entities
- How to train your third parties on compliance monitoring within their own organization
- Performing compliance audits – who should conduct the audit and what needs to be looked at?
- Determining when to terminate a relationship
11:45 CASE STUDY: Inside the Defense of the Lindsey Manufacturing, Africa Sting, and O’Shea Prosecutions: What Recent Cases Reveal About the Future of FCPA Enforcement against Individuals
Robert Andalman
Partner
Loeb & Loeb LLP (Chicago, IL)*
Represented Amaro Goncalves, former VP for International Sales at Smith & Wesson, who was the lead defendant in the Africa Sting case
Paul Calli
Partner
Carlton Fields (Miami, FL)*
Represented Stephen Giordanella, former CEO of Armor Holdings in the Africa Sting case. Mr. Giordanella was the first person acquitted and exonerated at trial, of the 22 persons indicted.
Joel M. Andropy
Partner
Berg & Androphy (Houston, TX)*
Represented John O’Shea
Jan Lawrence Handzlik
Partner
Venable LLP (Los Angeles, CA)*
Lead counsel for Lindsey Manufacturing and Keith Lindsey
Janet Levine
Partner
Crowell & Moring (Los Angeles, CA)*
Represented CFO Steven Lee in the Lindsey Manufacturing case
While enforcement is continuing within many of the government’s highly-targeted industries – oil and gas, pharmaceutical, technology and food – the trend that everyone is clearly focused on is the increased prosecution of individuals for violations of the FCPA…and the results are making headlines that no one would have expected.
During this exclusive session, hear from practitioners inside the biggest individual prosecutions and trials of the year as they provide you with an inside view of the allegations that were presented by the Government in each case, the theories alleged by the defense and the ultimate jury and bench verdicts and findings on appeal. Also take note as the panelists provide you with insights into what impact this string of cases is sure to have on the future of FCPA enforcement efforts as well as what steps your company can take now to ensure one of your corporate executives is not the named defendant in the next big case.
1:15 Networking Luncheon for Speakers and Attendees
2:30 In-House Think Tank: Adequate Standards and Global Structures for Anti-Corruption Compliance Programs in a Changing Enforcement Environment
Christine Castellano
Vice President
International Law and Deputy General Counsel Corn Products International, Inc. (Westchester, IL)
Daniel P. Boylan
DirectorTrade Finance Compliance and Head of FCPA Compliance
CIT Group Inc. (Charlotte, NC)
Stacey L. Prange
General Attorney
Navistar (Lisle, IN)
Brian Moffatt
Chief Compliance Officer
Ensco (Houston, TX)
Frederic Miller - Panel Moderator
Partner & Co-Leader Forensic Services
PwC LLP (Washington, DC)
- Core components and structure of an effective FCPA compliance program
- What recent cases mean for compliance programs and internal controls
- What tools, techniques and other resources are companies using to maintain anti-corruption and anti-bribery programs?
- Establishing a system for ensuring global accountability with compliance measures
- How to scale and operationalize your global FCPA compliance program
- Self-assessment tools to test your program
- What enforcement agencies expect you to have in your due diligence file
4:00 The New Enforcement World Order: Understanding International Multi- Agency Cooperation in Anti-Corruption and Bribery Investigations
William J. Stuckwisch
Partner
Kirkland & Ellis LLP (Washington, DC)
Take advantage of this unique opportunity to hear from William J. Stuckwisch, former Assistant Chief of the USDOJ’s Fraud Section FCPA Unit for two years. He was the lead prosecutor in numerous FCPA cases, including the largest FCPA matter ever — the investigation and prosecution of the Bonny Island case. William J. Stuckwisch will share his unique experiences and insight on the prosecution landscape that corporate and individual defendants are facing today with regard to international cooperation between agencies.
- Update on multi-national cooperation between enforcement agencies
- International corruption issues: have corporate actions become borderless?
- How U.S. government investigations can trigger foreign government investigations and vice versa
- Knowing the overlapping and differing flags both governments are looking for
4:30 Afternoon Refreshment Break
4:45 “Business Nexus” Under the FCPA: What Recent Pleas and DPAs Reveal About the Government’s Expanding Interpretation of Obtaining or Retaining a Business Benefit
Patrick D. Robbins
Partner
Shearman & Sterling (San Francisco, CA)
Gregory W. Bates
Compliance Counsel
Avon Products, Inc. (New York, NY)
- How did Panalpina effect the definition of “obtaining or retaining business”
- What actions do companies need to beware of?
- Reduction of costs
- Influencing inspectors
- Importing and exporting goods
- Sabotaging a competitor’s tests
- Obtaining regulatory benefits
5:15 Preventing Gifts, Entertainment and Hospitality Pitfalls: How to Create and Monitor a Robust, Culturally-Sensitive Policy and Detect Wrong doing
Scott Baucum
Global Director of Business Conduct
Monsanto Corp. (St. Louis, MO)
Sarah M. DiLorenzo
Senior Counsel, Global Compliance and Privacy
McDonald’s Corporation (Oak Brook, IL)
- Managing the “reasonable and customary” standard across jurisdictions
- Dealing with contractually mandated hospitality – what is reasonable?
- Reviewing and documenting decisions related to gifts travel and entertainment
- Dealing with social and political contributions and handling requests for donations
- Strategies for overcoming cultural sensitivities in high risk regions
- Summary of applicable local rules for gifts and entertainment in key foreign jurisdictions
- Implementing effective travel guidelines: managing the expectations of local governments when it comes to first class travel, corporate jets and spouses
- Keeping the tab: monitoring and auditing activity under FCPA standards v. local laws
6:00 Conference Adjourns
Boot Camp Day two: June 27, 2012
8:00 Continental Breakfast
8:30 Co-Chair’s Recap of Day 1
8:45 KEYNOTE – American Business Interests Under the FCPA: Is Legislative Intervention Necessary to Protect Companies Acting in Good Faith?
Ms. Shana-Tara Regon
Director, White Collar Crime Policy
National Association of Criminal Defense Lawyers
9:15 HYPOTHETICAL SCENARIO: How to Survive an FCPA Government Investigation: What to Expect and How to Respond When the Government Comes Knocking
Patricia Holmes
Partner
Schiff Hardin LLP (Chicago, IL)
Jerome Tomas
Partner
Baker McKenzie LLP (Chicago, IL)
Vanessa Salinas-Beckstrom
Director, Forensic Services
PwC LLP (Chicago, IL)
- What to do in the first day, week and month of an anti-bribery/anti-corruption investigation
- The implications of data privacy in an investigation: understanding the civil and criminal penalties for data regulation violations
- Preserving the cooperative image of the company with the Government
- When is self-disclosure advisable in the US? Overseas?
- When should the company take immediate corrective action?
- What the authorities will expect in your due diligence file
- How to make employment decisions regarding termination
- Ensuring confidentiality: Crafting subject matter waivers, select waivers and non-disclosure agreements in the face of conflicting case law
- Organizing your response: what is expected of US, UK and other foreign governments
- Ensuring compliance while working under a DPA
- The true impact of voluntary disclosure: how it affects investigations and penalty levels
- Addressing disclosure to sensitive customers
- Living with a compliance monitor: how to select a monitor and establish a working relationship
- Restoring your reputation in the industry and with the government
10:15 Morning Coffee Break
10:30 Mitigating Successor Liability in M&A Transactions: How to Conduct Effective Pre-Deal Due Diligence and Ensure Post-Merger Integration of FCPA Compliance Programs
Zachary T. Fardon
Partner
Latham & Watkins LLP (Chicago, IL)
Ivonne Mena King
Partner, Vice Chair White Collar Defense & Corporate Compliance
Pratice Foley & Lardner (Palo Alto, CA)
- Defining how much due diligence is required and expected
- The unique risks of acquiring a start-up company
- Determining the effectiveness of a target company’s procedures for determining FCPA risks
- How to conduct a comprehensive review of all written documents and agreements with a target company’s third parties
- Determining whether risks are individualized or systemic in the target company
- How potential FCPA risks affect the valuation analysis
- Special issues that arise for venture capitalists and private equity investors
- Post-closing compliance requirements
- Merging compliance programs in an M&A situation
- Continuing cooperation and disclosures
11:30 Effective Training for High Risk Markets: How to Ensure Local FCPA Awareness and Foster Employee Adherence to Your Global Compliance Program
Joseph M. Azam
Compliance & Ethics Counsel
Oracle (Redwood Shores, CA)
Dobson Schofield
Compliance Operations Director
Takeda Pharmaceuticals U.S.A. (Deerfield, IL)
Alfredo Avilla
Vice President of Commercial Compliance
Archer Daniels Midland Co. (Decatur, IL)
James Dunlop
Partner
Jones Day LLP (Chicago, IL)
- Developing your company’s personal “heat map”
- Getting employees to understand how relationships and culture can lead to FCPA violations
- Distinguishing the necessary training for low v. high risk employees and markets
- What factors companies are using to determine appropriate training measures in “high risk” markets
12:30 Networking Luncheon for Speakers & Attendees
1:45 Minimizing Whistleblower Exposure Post-Dodd Frank: How to Promote Internal Corporate Reporting Mechanisms and Create a Culture of Open Communication
Joseph Spiegler
Senior Counsel, Ethics & Compliance
Baxter (Deerfield, IL)
Scott R. Lassar
Partner
Sidley Austin LLP (Chicago, IL)
- Crafting compliance policies that will encourage your employees to come to you first
- How to conduct an internal investigation without tipping employees off to potential problems
- Investigating and responding to whistleblower claims
- How the SEC interprets the terms “bad faith” and “a reasonable time” in the context of corporate actions taken once a violation is reported
- How the SEC is responding to tips and calls
2:30 Ensuring Your Global Compliance Program is Aligned with Overlapping and Differing Standards under the UK Bribery Act
Louise M. Delahunty
Partner
Sullivan & Cromwell LLP (London, UK)
- How to upgrade your compliance program to ensure compliance with requirements under the UK Bribery Act
- Navigating the intersection of UK books and records requirements with requirements under the Sarbanes-Oxley and the FCPA
- How to incorporate for contrasting key components of the FCPA and UK Bribery Act
- Permissible and impermissible payments
- Reasonable and bona fide entertainment expenses: travel, gifts, entertainment and hospitality
- Third party and due diligence requirements for agents, consultants and joint venture partners
3:00 Afternoon Refreshment Break
3:15 Maintaining Effective FCPA Internal Controls: How to Identify Potential Red Flags and Prevent Books and Records Violations
Bradley J. Tandy
Senior Vice President, General Counsel and Secretary
Biomet, Inc. (Warsaw, IN)
Asheesh Goel
Partner
Ropes & Gray LLP (Chicago, IL)
- Understanding Magyar Telekom and the expanding scope of liability for books and records violations
- Identifying the government’s expectations of what a good books and records program should look like
- Benchmarking your internal finance controls – what does a good books and records program look like?
- What is the government looking for?
- Perspectives from a former DOJ prosecutor
4:00 Interactive Q&A – Everything You Wished You Had Asked…But Didn’t: 5 Key Takeaways and Practice Tips on How to Handle Common FCPA Compliance Challenges
During this interactive wrap-up session, a panel of experts will share their most important tips and tricks of the trade in developing a comprehensive, fire-proof FCPA compliance program. In addition, come armed with all the questions you thought of over the two day boot camp but didn’t get a chance to ask, as our speakers will field your most pressing questions. This session is imperative for wrapping up your training and heading back to your company with initiatives that can be implemented and executed.
5:00 Boot Camp Concludes
Conference Details