Mirus Capital AdvisorsMirus Capital Advisors

Advice for Entrepreneurs, Mergers and Acquisitions

FCPA Liability in M&A

Posted by

I am currently advising a client on making an acquisition in Asia.  I happened upon this article in Forbes, and found it timely.  Enjoy!

Protecting Your Corporation Against FCPA Liability in Mergers & Acquisitions

 By Ben Kerschberg

Forbes Online/Law & Technology

March 28, 2011

The Foreign Corrupt Practices Act (“FCPA”) prohibits U.S. companies and citizens, foreign companies listed on a U.S. stock exchange, or any person acting while in the United States, from corruptly paying or offering to pay, directly or indirectly, money or anything of value to a foreign official to obtain or retain business. The FCPA is jointly enforced by the Department of Justice (“DOJ”) and the Securities Exchange Commission (“SEC”). As I recently wrote, both agencies are enforcing the statute much more stringently than in the past, including through litigation strategies based on strict liability as a standard by which corporate officers can be judged for overseeing bribery schemes. The DOJ has collected a record $450 million and $400 million fines against two companies, and record numbers of individuals have been indicted on corruption-related charges since 2009, a number that skyrocketed in 2010.


The DOJ’s and SEC’s more stringent enforcement of the FCPA has important implications for mergers and acquisitions. the acquirer.  Click here for the full article: http://blogs.forbes.com/benkerschberg/2011/03/28/protecting-your-corporation-against-fcpa-liability-in-mergers-acquisitions/