The Criminal Division of the U.S. Department of Justice (DOJ) and the Enforcement Division of the U.S. Securities and Exchange Commission (SEC) have issued new guidance to help individuals and employers that conduct business internationally understand and comply with the U.S. Foreign Corrupt Practices Act (FCPA). Enacted in 1977, the FCPA aims to combat the bribery of foreign officials, and ensure accounting transparency. The new document – A Resource Guide to the U.S. Foreign Corrupt Practices Act (pdf) – is nonbinding, informal guidance for entities of any size that conduct business abroad and/or have foreign subsidiaries.

The 130-page guide discusses such topics as who and what is covered by the FCPA’s anti-bribery and accounting provisions; the definition of a “foreign official”; how successor liability applies in the mergers and acquisitions context; what constitutes proper and improper gifts, travel and entertainment expenses; the nature of facilitating payments; what constitutes an effective corporate compliance program; what whistleblower provisions and protections are available under the Act; and what are the civil and criminal penalties, sanctions, and remedies under the FCPA.

For a more detailed discussion of this new guidance, see Littler’s ASAP: U.S. Department of Justice and SEC Release Long-Awaited Guidance on Foreign Corrupt Practices Act by Katherine Franklin, Earl "Chip" Jones, and Bradley Siciliano.

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