Day One | Day Two
Main Conference Day One – Thursday, November 15, 2012
7:30 Continental Breakfast & Registration Begins
8:30 Conference Co-Chairs’ Opening Remarks
William B. Jacobson
Senior Vice President, Co-General Counsel
Chief Compliance Officer
Weatherford International, Ltd.
F. Joseph Warin
Partner
Gibson Dunn & Crutcher LLP
8:45 Keynote Address
The Honorable Lanny N. Breuer,
Assistant Attorney General,
Criminal Division
U.S. Department of Justice
9:15 The US DOJ and SEC Speak on the Key FCPA
Cases of 2012 and Current Enforcement
Priorities
Charles E. Duross
Deputy Chief, Fraud Section, Criminal Division
U.S. Department of Justice
Kara N. Brockmeyer
Chief, FCPA Unit, Division of Enforcement
U.S. Securities and Exchange Commission
Lucinda A. Low — Panel Moderator
Partner
Steptoe & Johnson LLP
- Review of key FCPA cases from 2012 and what they
reveal about new and continued government targets
for FCPA enforcement
- Update on dual enforcement initiatives and
international multi-agency cooperation
- Overview of how investigative techniques have changed the enforcement landscape over the last year
- The latest on the definition of a “foreign official”
- Addressing the convergence of investigations —
FCPA, antitrust, exports controls, government
contracting, trade sanctions: insights into recent
investigations where an FCPA violation has opened
the door to other investigations
Attendees will be provided with the opportunity to pose
questions directly to Mr. Duross and Ms. Brockmeyer at
the conclusion of the panel.
10:15 Where Companies Go Wrong on FCPA
Compliance: What Not To Do and Lessons
Learned from the Most Costly Mistakes
James M. Koukios
Assistant Chief, Fraud Section, Criminal Division
U.S. Department of Justice
John J. Sardar
Chief Compliance Officer
Noble Energy
Richard N. Dean
Partner
Baker & McKenzie LLP
Frederic R. Miller — Panel Moderator
Partner & Co-Leader Forensic Services
PwC, LLP
Ever wonder what it is that takes a case from bad to worse? What facts increase a fine from $10 million to $100 million? During this new panel session, hear from an experienced panel of practitioners as they guide you through a discussion of lessons learned from the “most costly FCPA compliance
mistakes” made over the past year within the context of:
- Monitoring compliance with your program
and conducting compliance audits
- Performing risk assessments
- The due diligence screening process specific
to business partners
- FCPA investigations - driving factors and critical
decision points that can take an investigation
from bad to worse
11:30 Coffee Break
11:45 Creating a Home for the Whistleblower: How to Facilitate Open Communication
and Appropriately Respond to Allegations
in a Bounty Hunter Environment
Sean N. McKessy
Head of Whistleblower Office
U.S. Securities and Exchange Commission
Kathleen Edmond
Chief Ethics Officer
Best Buy
Jacqueline C. Wolff
Partner
Manatt, Phelps & Phillips, LLP
- Impact of Dodd-Frank whistleblower provisions
on FCPA enforcement - how the SEC is dealing
with claims reported by potential whistleblowers
- Creating an environment that facilitates open
communication - what compliance policies will
encourage your employees to come to you first
- Revisiting hotlines, points for employee engagement
and communication
- How to question your employees without exposing
the fact that an issue could exist
- Knowing what steps to take immediately once a claim
has been made - how to establish contact with
a whistleblower
- How to investigate and respond to whistleblower
claims vs. “anonymous” reports
- Addressing and responding to claims or reports that
make incorrect assumptions or include incorrect facts
12:30 Inside the Defense of the Lindsey Manufacturing, Africa Sting, and O’Shea
Prosecutions
Robert Andalman
Partner, Loeb & Loeb LLP
* Represented Amaro Goncalves
former VP for International Sales at Smith & Wesson, lead defendant in the Africa Sting case
Joel M. Androphy
Partner, Berg & Androphy
* Represented John O’Shea
Jan Lawrence Handzlik
Partner, Venable LLP
* Lead counsel for Lindsey Manufacturing and Keith Lindsey
Kimberly A. Parker - Panel Moderator
Partner
Wilmer Cutler Pickering Hale and Dorr LLP
- The allegations - how the government sought to prove
guilty knowledge and corrupt intent pre-trial
- How it was established that the company officials
and employees acted in good faith
- What steps that were taken to challenge provisions
of the FCPA necessary for conviction
- How challenges were made to instructions on
- constructive knowledge and willful blindness
- essential elements including, “state-owned entity,”
“instrumentality,” “foreign official,” and the
business purpose for payment
- The role of commissioned sales agents and other
intermediaries, and how it was determined whose
money was used for alleged illicit payments
- How the effectiveness of a company’s compliance program and the actions of compliance personnel
can be used to negate intent
- Practical steps your company or client can take
to minimize downstream exposure to individual
prosecutions
1:30 Luncheon for Attendees and Speakers
| 2:45 Breakout Sessions | Select Session A or Session B |
A How to Conduct an Effective FCPA Risk
Assessment: What Your Process Should
Look Like
Eric D. Brown
Assistant General Counsel,
Anti-Corruption & Global Trade
Eli Lilly and Company
Kimberly S. Walker
Senior Counsel, Anti-Bribery/Corruption
& Anti-Money Laundering
BP America
Allyson Bouldon
Vice President and Chief Compliance Officer
Chiquita Brands International
Lewis D. Zirogiannis
Chief Compliance Officer
GE Energy Financial Services, Inc.
Panel Moderator
Amy Conway-Hatcher
Partner
Kaye Scholer LLP
- How assessments and audits differ: what a
comprehensive and effective internal FCPA risk
assessment should look like
- Identifying what the goal of a risk assessment is/
should be - should an anti-corruption risk assessment
be separate from or part of other risk exercises done
by a company?
- How to determine which methodology will work
best for your company
- Determining who should be involved when
conducting the assessment - addressing the allocation
of internal vs. external resources (consultants,
law firms, etc.)
- Discussing what the inputs are into a risk assessment
- outlining documents/departments to be reviewed
- How to manage privilege issues during a risk
assessment
- How often should a risk assessment be performed -
internal vs. external reviews
- Findings and corrective action - what to do with
data/information obtained?
- criteria for selection of international business
representatives
- procedures for vetting, monitoring and
re-qualifying
- training of company sales and marketing personnel
- How to evaluate the effectiveness of your response
|
B Minimizing FCPA Risk Exposure in Majority,
Minority and Contractual Joint Ventures
Catherine Razzano
Assistant General Counsel & Director
General Dynamics
Roberto Berry
General Counsel Latin America
Delphi Corporation
Glenn Ware
Principal, Forensic Services
PwC, LLP
Panel Moderator
Steve Nickelsburg
Partner
Clifford Chance LLP
- Contrasting risks raised by minority, majority
and contractual joint ventures
- How to approach due diligence and supervision
strategies for each type of JV
- Practical strategies for obtaining real cooperation
from prospective partners
- Managing joint venture risks when participants
are subject to different legal regimes
- Knowing what US authorities expect of JVs versus
other third party relationships and what sort of
behavior can trigger an investigation
- Understanding how a JV partner fits in the UKBA
definition of “associated person”
- Getting senior management comfortable with
partnering in emerging markets/high risk countries
- Negotiating control provisions, board epresentation,
veto rights, reps and warranties particularly when
you are not the majority partner
- How to develop an appropriate oversight and
monitoring plan particularly when you don’t have
“boots on the ground”
- Effective internal controls to detect and prevent
local anti-bribery issues
- How to deal with disputes among JV partners
in an FCPA situation
- Drafting effective termination provisions
|
3:55 Afternoon Refreshment Break
| 4:10 Breakout Sessions | Select Session C or Session D |
C Crisis Management Case Study: Managing
the PR Backlash of an FCPA Investigation
Suzanne Rich Folsom
SVP, Chief Regulatory & Compliance Officer
and Deputy General Counsel
Academi
Mary Jacoby
Editor & Publisher
Main Justice
David N. Kelley
Partner
Cahill Gordon & Reindel LLP
Panel Moderator
Timothy L. Dickinson
Partner
Paul Hastings LLP
- Assessing the FCPA issue and measuring the
severity of the allegation to plan the response strategy
- Understanding what makes an investigation
media-worthy
- Using in-house resources as a quick response
and synchronizing messages conveyed by
the company across media outlets, corporate
communications and outside counsel
- When to make public statements vs. keep a low profile
- Understanding the new role social media plays
- Crafting a tailored message - what to tell the press
and investors vs. employees and shareholders
- Minimizing the negative impact on management and employees
- Considering the impact on other interested parties
- customers, third parties and lenders
- Preparing for the collateral damage and other contingent liabilities associated with high profile
FCPA investigations
|
D Friend or Foe?: A Dissection of a
Monitorship from Start to Finish
Nathaniel B. Edmonds
Assistant Chief, Fraud Section
Criminal Division
U.S. Department of Justice
Andrew Farley
Executive Vice President & General Counsel
KBR, Inc.
Kathryn Cameron Atkinson
Member
Miller & Chevalier Chartered
Former compliance monitor, KBR
Panel Moderator
F. Joseph Warin
Partner
Gibson Dunn & Crutcher LLP
U.S. counsel to the compliance monitor, Siemens AG
During this session hear from Nathaniel Edmonds,
Assistant Chief, Fraud Section, U.S. DOJ as well as senior
in-house counsel and FCPA attorneys who have advised
companies while under a monitorship as they address:
- Understanding the role of a Monitor - compliance guardian or a company-financed probation officer?
- Negotiating the scope of the Monitor's workplan
- Assessing the costs of a Monitor
- Establishing an effective working relationship
with a Monitor
- Addressing who monitors the Monitor
- The effect of monitorship on privilege and work
product
- how to manage privilege issues when under
a monitorship
- Self-monitor vs. compliance monitor - distinguishing
each and outlining when a company may be eligible
|
5:05 Breakout Sessions | Select Session E or Session F |
E How to Craft the “Right-Sized” Global
Compliance Program: A Comparison
of Various Structures that Meet Rising
Government Expectations
Janette Filbert
Vice President and Anti-Corruption Compliance Officer
Prudential Financial, Inc.
Andy Hinton
Associate General Counsel and Chief Compliance Officer
Google Inc.
Raja Chatterjee
Global Head, Anti-Corruption Group
Morgan Stanley
Panel Moderator
William B. Jacobson
Senior Vice President, Co-General Counsel
Chief Compliance Officer
Weatherford International
During this session, the panelists will share real-life
examples of sample organization charts displaying various
compliance program structures. See and learn how various
companies across industries have approached global
FCPA compliance and compare notes with your peers as
you are engaged in a practical discussion of various global
compliance program structures as you discuss:
- The components of an effective compliance program
- industry specific considerations vs. general
best practices
- New Government expectations as per guidance from
- recent settlement agreements -
e.g., Johnson & Johnson, Pfizer
- the Morgan Stanley declination
- How to assess your company’s true corruption risk
exposure based on the location of your corporate
operations and your company’s business model
- Creating “ownership” of your global compliance
program
• Reporting, oversight and accountability - how
to create a culture of compliance
- How to scale and operationalize your global FCPA
compliance program
- Harmonizing US and foreign anti-corruption
compliance obligations
|
F Navigating Divergent Client Interests
during an FCPA Government Investigation:
Expert Strategies on How to Handle
Matters of Privilege, Communications
and Conflicts
Patrick M. Norton
Partner
Steptoe & Johnson LLP
Laurence A. Urgenson
Partner
Kirkland & Ellis LLP
Hank Bond Walther
Partner
Jones Day LLP
Eric Kraeutler
Partner
Morgan, Lewis & Bockius LLP
Panel Moderator
Peter B. Clark
Partner
Cadwalader, Wickersham & Taft LLP
During this session be engaged in a practical discussion
of how to best represent your client during an FCPA
investigation - whether your client is the company,
an individual or a member of the Board. Topics to be
discussed during this session will include:
- Privilege - how to balance the conflict between
government demand for information and the need
to preserve privilege with your client
- Employee rights - addressing the conflict between
vigorous employee interviews and employee rights
- Discussing the impact conflicting laws and
polices among enforcement agencies can have
on plea bargaining, privilege, double jeopardy
and mandatory debarment during an FCPA
investigation
- Voluntary disclosure and cooperation - weighing
the costs and benefits to your client and the impact
a disclosure/cooperation could have on a larger
corporate investigation
- Business vs. compliance - managing the tension
between the business and compliance constituencies
within the company
- When and how to provide separate counsel
for individuals - what to do when individual
and corporate interests collide
|
6:15 Conference Adjourns for the Day
6:15 – 7:30 Cocktail Reception Hosted by:
