Guide · Commercial
The Foreign Corrupt Practices Act: A Comprehensive Guide to Anti-Bribery, Books and Records, and Global Enforcement
15 U.S.C. § 78
- Type
- Guide
- Jurisdiction
- National
- Date
- 2024-02-06
- Topic
- Commercial
A complete practitioner's treatment of the Foreign Corrupt Practices Act and the global anti-corruption regime it sits inside. Part I sets the statutory architecture and the history from the 1977 enactment through the 1988 and 1998 amendments. Part II works the anti-bribery provisions element by element, including corrupt intent, anything of value, the third-party knowledge standard, and the business purpose test. Part III covers the foreign official definition and the instrumentality analysis after Esquenazi. Part IV covers the facilitating payments exception and the two affirmative defenses and explains why sophisticated companies rely on neither. Part V covers the accounting provisions, which apply only to issuers, require no bribe, and have no materiality threshold. Part VI covers jurisdiction and the limit imposed by Hoskins. Part VII covers liability theories from respondeat superior through agency, parent-subsidiary, joint venture, and successor liability. Part VIII maps the recurring risk domains. Part IX sets out compliance program design against the published hallmarks. Parts X through XII cover internal investigation, the self-disclosure calculus, resolution forms, penalties, monitorships, and remediation. Part XIII covers the UK Bribery Act, Sapin II, and the other national regimes. Part XIV covers the adjacent statutes prosecutors use when the FCPA does not reach, and Part XV is the verification list.
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