Foreign Corrupt Practices Act (FCPA) Resources
Congress enacted the U.S. Foreign Corrupt Practices Act (FCPA) in 1977 in response to revelations of widespread bribery of foreign officials by U.S. companies. The FCPA was intended to halt those corrupt practices, create a level playing field for honest businesses, and restore public confidence in the integrity of the marketplace. The FCPA contains both anti-bribery and accounting provisions. The anti-bribery provisions prohibit U.S. persons and businesses (domestic concerns), U.S. and foreign public companies listed on stock exchanges in the United States or which are required to file periodic reports with the Securities and Exchange Commission (issuers), and certain foreign persons and businesses acting while in the territory of the United States (territorial jurisdiction) from making corrupt payments to foreign officials to obtain or retain business. The accounting provisions require issuers to make and keep accurate books and records and to devise and maintain an adequate system of internal accounting controls. The accounting provisions also prohibit individuals and businesses from knowingly falsifying books and records or knowingly circumventing or failing to implement a system of internal controls.
Foreign Corrupt Practices Act (FCPA) site at US Department of Justice (DOJ)
This link will access an extensive DOJ website on the FCPA, including a copy of the statute, FCPA legislative history, FCPA guidance information, FCPA DOJ opinion releases related to whether specific conduct may violate the FCPA, FCPA enforcement actions, international agreements related to foreign corruption, interagency working groups, and other information. In addition, information for requesting a DOJ FCPA Opinion Procedure Guidance regarding whether specified proposed activities may be in violation of the FCPA is available (link is a downloadable .pdf document).
Spotlight on the Foreign Corrupt Practices Act site at the US Securities and Exchange Commission (SEC)
The SEC and the Department of Justice are jointly responsible for enforcing the FCPA. The SEC's Enforcement Division has created a specialized unit to further enhance its enforcement of the FCPA. This link will access the SEC website on the FCPA, including a copy of the statute, investor bulletins, SEC cooperation tools, and summaries of FCPA cases. In addition, the SEC has published a SEC FCPA Investor Bulletin which summarizes the FCPA's provisions, enforcement actions, penalties and exceptions/potential defenses.
Resource Guide to the U.S. Foreign Corrupt Practices Act
Released in November 2012, the 130 page "Resource Guide to the U.S. Foreign Corrupt Practices Act" is the Department of Justice's and Securities and Exchange Commission's detailed compilation of information about the FCPA, its provisions, and enforcement. It is the product of extensive efforts by experts at DOJ and SEC, and has benefited from valuable input from the Departments of Commerce and State. It endeavors to provide helpful information to enterprises of all shapes and sizes – from small businesses doing their first transactions abroad to multi-national corporations with subsidiaries around the world. 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; the nature of facilitating payments; how successor liability applies in the mergers and acquisitions context; the hallmarks of an effective corporate compliance program; and the different types of civil and criminal resolutions available in the FCPA context. On these and other topics, the Guide takes a multi-faceted approach, setting forth in detail the statutory requirements while also providing insight into DOJ and SEC enforcement practices through hypotheticals, examples of enforcement actions and anonymized declinations, and summaries of applicable case law and DOJ opinion releases (link is a downloadable .pdf document).
Transparency and Anti-Bribery Initiatives site at U.S. Department of Commerce
This site provides FCPA related articles and speeches, FCPA resource guidance materials from various government agencies, unofficial translations of the FCPA into Spanish, Arabic, Chinese and Russian, information on international anti-corruption agreements, and links to other anticorruption resources.
Top Ten Basics of FCPA Compliance for the Small Legal Department site at the Association of Corporate Counsel
This link provides compliance information for smaller companies in need of specialized information about the FCPA, including commonly overlooked pitfalls and activities which may place companies at risk of FCPA violations.
Good Practice Guidance on Internal Controls, Ethics, and Compliance from the Organization for Economic Co-operation and Development Council
This link will access a guide from the Organization for Economic Co-operation and Development Council which offers good practices for ensuring effective internal controls, ethics, and compliance programs or measures for the purpose of preventing and detecting foreign bribery (link is a downloadable .pdf document).
Corporate Responsibility and Anti-Corruption site at International Chamber of Commerce (ICC)
This site provides links to ICC resources on combating corruption including suggested rules for ICC members, a suggested ICC anti-corruption clause for international contracts, and a handbook for fighting corruption in international business.
The FCPA Blog
The FCPA Blog is an international website for commentary and news about anti-corruption compliance and enforcement, with a mission of promoting enhanced anti-corruption compliance throughout the world. The FCPA Blog reports current news and developments and enables researchers to share their ideas with a broader international community of academics, practitioners, and government officials. Resources include current news on corruption related issues and an extensive Anti-Bribery Law in International Business Research Guide which lists legal and other research information associated with the FCPA and other U.S. and foreign anticorruption laws and treaties.