Davis Polk Discusses $220 million Resolution of FCPA Case Against SAP

By Daniel S. Kahn, Greg D. Andres, Martine M. Beamon, Sidney Bashago and Paul J. Nathanson January 19, 2024 by renholding

On January 10, the Department of Justice (DOJ) and the Securities and Exchange Commission (SEC) announced parallel resolutions with SAP, a German software company, to resolve investigations into violations of the Foreign Corrupt Practices Act (FCPA). According to the resolutions, …

SEC Enforcement Chief Speaks on Corporate Compliance

By Gurbir Grewal October 25, 2023 by renholding

I’d like to start by returning to a theme that I’ve touched on before, and that is how public trust in our institutions is faltering.[1] No sector is immune from this trend. From Congress to law enforcement to the

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U.S. Deputy AG Announces New Safe Harbor Policy for Voluntary Disclosures in M&A

By Lisa Monaco October 6, 2023 by renholding

Thank you for inviting me to talk with you today – this is an important audience for the Department of Justice because your voice – and your work – to promote a culture of compliance across your companies is more

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Arnold & Porter Discusses New National Security-Based Restrictions on Corporate Activity

By Deborah A. Curtis, Cate Baskin, Minjae Kim and Kerry K. Walsh September 14, 2023 by renholding

Recently, the whole of the U.S. government has showcased its commitment to addressing the national security implications of certain corporate activities. On September 11, 2023, the U.S. Department of Justice (DOJ) tapped its first National Security Corporate Enforcement Chief. The …

Wachtell Lipton Discusses PCAOB Proposal to Expand Auditors’ Oversight Role

By Steven A. Rosenblum, Trevor S. Norwitz, Wayne M. Carlin, Victor Goldfeld, Jenna E. Levine and Carmen X. W. Lu August 2, 2023 by renholding

The Public Company Accounting Oversight Board (PCAOB) has proposed changes to its auditing standards that would significantly expand auditors’ responsibilities and oversight of a company’s noncompliance with laws and regulations. If adopted as proposed, the rules would require auditors to …

Davis Polk Discusses New DOJ Clawback, Messaging, and Monitorship Guidance

By Daniel S. Kahn, Greg D. Andres, Martine M. Beamon, Tatiana R. Martins and Fiona R. Moran March 14, 2023 by renholding

This month brought additional guidance from DOJ, this time the much-anticipated compliance guidance on compensation structures to incentivize compliance and the use of personal devices and messaging apps to engage in business communications. The guidance was announced by the Deputy …

Skadden Discusses Government Expectations for Companies’ Data-Driven Compliance Programs

By Gary DiBianco, Raquel Fox and Gretchen M. Wolf October 19, 2021 by renholding

As artificial intelligence and other data tools have proliferated, regulators and prosecutors expect companies to utilize sophisticated data analytics as part of their compliance programs. They also expect directors to take an active role, understanding and overseeing these data-driven compliance …

Sullivan & Cromwell Discusses SEC Proposal to Enhance Proxy Voting Disclosure by Investment Funds

By Donald R. Crawshaw, Eric M. Diamond, Joseph A. Hearn, Sarah P. Payne and Marc Trevino October 11, 2021 by benzonenshayn

On September 29, 2021, the SEC issued a proposed rulemaking to enhance the information mutual funds, exchange-traded funds and other registered management investment companies (“funds”) report annually about their proxy votes. The proposal also would require so-called “institutional investment managers” …

Personhood, Procedure, and the Endurance of Corporate Compliance

By Miriam H. Baer September 28, 2021 by renholding

Despite its significant role in preventing and deterring wrongdoing, corporate compliance’s long-term prospects remain an open question. How strongly does a company’s inclination to redress wrongdoing rest on a credible threat of outside enforcement?

This is one of the questions …

How Can We Tell Whether Compliance Programs Work?

By Melissa Rorie and Benjamin van Rooij September 3, 2021 by renholding

In the United States, major financial scandals in the 1970s, 1980s, and 1990s resulted in federal pressure on corporations to inculcate ethical behavior in their employees. The Foreign Corrupt Practices Act, Federal Sentencing Guidelines, Sarbanes-Oxley Act, the U.S. Organization Sentencing …

Cooley Discusses SEC’s Regulation Fair Disclosure Charges Against AT&T

By Luke Cadigan, Patrick Gibbs, Randall Lee, Colin Scott and Elizabeth Skey March 18, 2021 by Nisha Chandra

The SEC recently brought charges against AT&T and three mid-level executives for selectively providing information to Wall Street analysts in alleged violation of Regulation Fair Disclosure (Reg FD). According to the complaint filed in the Southern District of New York, …

Closing the “RegLag” Between Prospective Regulated Activity and Regulation

By John W. Bagby and Nizan G. Packin October 16, 2020 by renholding

There is often a significant delay between the start of an activity that ends up being regulated and the moment a regulatory response is announced or adopted. This regulatory lag (RegLag) enables individuals, firms, and regulators to engage in undesirable …

What Blockchain and Artificial Intelligence Won’t Do for Corporate Lawyers

By Jeffrey M. Lipshaw September 15, 2020 by renholding

There have been a number of scholarly paeans to blockchain as a corporate governance tool. It creates a permanent and irreversible chain of custody that can be used for shareholder record keeping and voting, insider trading, corporate disclosures, and trade …

Leniency-for-Compliance in Corporate Crime: Examining Both Sides of the Exchange

By Miriam H. Baer May 26, 2020 by renholding

For over two decades, the federal government has employed roughly the same approach to corporate crime. Prosecutors promise leniency in exchange for corporations’ commitment to improve the internal structures and systems that ensure their employees’ compliance with law. Over the …

Cahill Gordon Discusses Justice Department Credit for Antitrust Compliance Programs

By Brock Bosson, Elai Katz, Lauren Rackow, Bradley J. Bondi and Charles A. Gilman July 23, 2019 by renholding

In an effort to incentivize investment in robust antitrust compliance programs, the Antitrust Division of the U.S. Department of Justice (“DOJ”) announced on July 11, 2019 that companies may now receive credit at charging and sentencing for effective antitrust compliance …

Revisiting Compliance Program Reporting Relationships

By Michael W. Peregrine July 5, 2019 by renholding

Corporate leaders may wish to revisit the important yet sensitive topic of reporting relationships in compliance programs following the release of new guidance from the Department of Justice’s Criminal Division.

That guidance, entitled Evaluation of Corporate Compliance Programs[1], …

Assessing Corporate Character as a Basis for Criminal Sentencing

By Matthew Caulfield and William S. Laufer June 24, 2019 by renholding

What is the purpose or motivation of corporate criminal punishment? What kinds of punishments ought we impose? While such questions may seem lofty, they are important nonetheless. Strict pragmatists who reject the goal of developing penal theory and focus only …

Cleary Gottlieb Discusses DOJ Updates of Guidance on Corporate Compliance Programs

By Jennifer Kennedy Park, Joon H. Kim, Jonathan Kolodner and Lisa Vicens May 9, 2019 by renholding

On April 30, 2019, the Criminal Division of the U.S. Department of Justice (“DOJ” or “the Department”) announced updated guidance for the Criminal Division’s Evaluation of Corporate Compliance Programs (“the Guidance”) in charging and resolving criminal cases.^[1] Assistant Attorney …

Assessing Why Compliance Programs Fail

By Veronica Root Martinez March 26, 2019 by renholding

Compliance programs are ubiquitous and necessary in today’s institutions, yet these programs often fail to prevent misconduct. When investigating Michigan State University in the wake of the Larry Nassar scandal, for instance, the NCAA found no flaw with the university’s …

Latham & Watkins Discusses How Companies Can Limit GDPR Penalties

By Tim Wybitul, Thomas Grützner, Wolf-Tassilo Böhm, and Isabelle Brams February 21, 2019 by abirvarma

The General Data Protection Regulation (GDPR) has been in effect since May 2018. Although the French data protection authority (CNIL) has imposed the highest fine to date — €50 million on 21 January 2019 — German federal data protection authorities …

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Columbia Law School's Blog on Corporations and the Capital Markets

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