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Clifford Chance

Clifford Chance

Briefings

Was It Worth the Wait? The Department of Justice / Securities Exchange Commission Guidance on the FCPA

14 November 2012

Today, the U.S. Department of Justice ("DOJ") and the U.S. Securities and Exchange Commission ("SEC") (collectively, the "Agencies") released "A Resource Guide to the U.S. Foreign Corrupt Practices Act" (the "Guide").  This Guide comes over a year after Assistant Attorney General Lanny Breuer announced that the DOJ would issue guidance clarifying what many consider to be the murky world of U.S. Foreign Corrupt Practices Act ("FCPA") compliance and well over three decades since the FCPA was enacted in 1977.



The 120-page Guide is certainly the most comprehensive overview of the FCPA ever provided by the U.S. government.  The Guide addresses a wide variety of topics, including who and what is covered by the FCPA’s anti-bribery and accounting provisions; the definition of a “foreign official”; what constitute proper and improper gifts, travel and entertainment expenses; facilitation payments; successor liability; the hallmarks of an effective corporate compliance program; and the types of civil and criminal resolutions available in the FCPA context.

Still, the question remains - was it worth the wait?

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