Introduction to the Fourth Edition

• Author: Robert W. Tarun
• Profession: Former Executive Assistant U.S. Attorney in Chicago
• Pages: 37-38

Introduction to the Fourth Edition

Since the original publication of The Foreign Corrupt Practices Act Handbook in 2010,

there have been major developments in anti-corruption enforcement and as a

result in this Handbook. In November 2012 the U.S. Department of Justice (DOJ)

and the U.S. Securities and Exchange Commission (SEC) released the long-awaited

Resource Guide to the U.S. Foreign Corrupt Practices Act. The DOJ–SEC 120-page

Resource Guide is largely a compendium of past FCPA resolutions and represents

a vast improvement over the outdated six-page DOJ Lay-Person’s Guide to FCPA,

replacing the latter as Appendix 4. It provides in-house counsel, compliance offi-

cers, and FCPA practitioners with the DOJ and SEC’s interpretation of the FCPA

and the two agencies’ enforcement investigative and prosecutorial approach and

priorities. The Resource Guide does not represent the law, does not quantify how

much credit companies that disclose and cooperate will receive, and does not cover

the critical subjects of conducting and defending FCPA investigations1 (Chapters

8 and 9). And of course, in 2010 the United Kingdom enacted the Bribery Act,

which is expected to bear fruit in the coming years. The Fourth Edition discusses

and appends the United Kingdom’s recent Deferred Prosecution Agreements Code

of Practice. Ironically, in early 2015, the DOJ began to reconsider the merits of

DPAs. (See Chapter 9, XIII.C.)

The Fourth Edition addresses and analyzes the DOJ–SEC Resource Guide’s four

main chapters: the FCPA Anti-Bribery Provisions; the FCPA Accounting Provi-

sions; Guiding Principles of FCPA Enforcement; and FCPA Penalties, Sanctions,

and Remedies. It also discusses the increasing number of FCPA resolution options

utilized by U.S. authorities. The DOJ and SEC rarely publicize matters they decline

to prosecute or bring an enforcement action, but the 2012 Resource Guide shared

select details of six FCPA anonymized declinations involving five public companies

and one privately held company. This Handbook analyzes those six examples. For

companies considering voluntary disclosure but that are wary that disclosure will

result in a prosecution or enforcement action, Chapter 9 of the Fourth Edition

discusses what these declinations mean and do not mean for potential targets and

subjects.

The Fourth Edition of The Foreign Corrupt Practices Act Handbook addresses much

more than the Resource Guide. Over 75 percent of the sections of the Third Edi-

tion have been updated or replaced in the Fourth Edition. In addition to discus-

sion of 35 new FCPA resolutions (through December 31, 2014) and two new FCPA

Opinion Releases, the Handbook also delves further into the issues that investiga-

tion counsel, outside auditors, and forensic accountants routinely face in complex

FCPA investigations.

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