Main Conference Day One | Tuesday, November 19, 2013


7:30 Continental Breakfast & Registration Begins

8:30 Conference Co-Chairs’ Opening Remarks

Susan Ringler
Vice President, Chief Ethics & Compliance Officer
Alcoa


Timothy L. Dickinson
Partner
Paul Hastings LLP


8:45 The Anti-Corruption Year in Review: The US DOJ and SEC Discuss FCPA Enforcement Priorities, Cross-Border Collaboration and the Significant Cases of 2013

Charles E. Duross
Deputy Chief, FCPA Unit, Fraud Section, Criminal Division
U.S. Department of Justice


Kara N. Brockmeyer
Chief, FCPA Unit, Division of Enforcement
U.S. Securities and Exchange Commission


Amy J. Conway-Hatcher – Panel Moderator
Partner
Kaye Scholer LLP


  • Review of key FCPA cases from 2013 and how enforcement priorities are evolving between the DoJ and SEC
  • DoJ interface with other governments and the rise of multi-jurisdictional investigation
  • Increased enforcement of the books and records provision by the SEC
  • What is expected from your company if your industry is under review
  • How compliance efforts are rewarded
  • Impact of the November 2012 Guidance on how cases are investigated

Attendees will have the opportunity to submit questions in advance of the conference to Mr. Duross and Ms. Brockmeyer. Please submit all questions to FCPAquestions@FCPAconference.com.

10:00 Industry Sweeps – How to Prepare if your Client, Industry or Business Partner is Caught in an Industry-Wide Government Investigation

Norman M. Brothers, Jr.
Vice President, Legal
UPS


Matthew L. Stennes

Principal Litigation Counsel Government
and Internal Investigations
Medtronic, Inc.

Lucinda A. Low
Partner
Steptoe & Johnson LLP


Zachary J. Harmon
Partner
King & Spalding LLP



Are you reading the headlines about an FCPA enforcement action against one of your competitors or clients, wondering if and when you will be next? With enforcement reaching a broad range of industries, the notion of “industry sweeps” has been on the minds of corporate counsel for many years, but the question
remains - what should you do now, if anything, to prepare for an industry-wide investigation?

  • Proactive strategies you can take in light of current scandals, investigations, and media accounts
  • Laying the groundwork for rapid, coordinated and strategic responses to government investigations in multiple jurisdictions
  • Positioning your compliance program to abate interest by government authorities at the outset of an investigation
  • How to ensure that your compliance efforts are properly rewarded
  • What are the industries that are in the midst of potential “sweeps”?

AUDIENCE POLLING

11:00 Coffee Break

11:15 The Rise of Data Analytics and the Use of Metrics in Anti-Corruption Compliance:
What It Is and How it Can Strengthen Compliance and Risk Management Programs

Parth Chanda
Senior Corporate Counsel, Anti-Corruption Program
Office Lead
Pfizer

Jay G. Martin
Vice President, Chief Compliance Officer and
Senior Deputy General Counsel
Baker Hughes

Karyl Van Tassel
Partner, Forensic Services Practice
PwC LLP

  • How to define the scope of data, key interest areas and tests needed for your specific corruption risks
  • How to ensure your data mining and collection procedures continuously evolve to best fit your analytical needs
  • How to cross-purpose your data and reduce the risk of false positives
  • Efficiently mining data during compliance monitoring and investigations
  • Incorporating predictive coding into your data management

AUDIENCE POLLING

12:00 Innovations in Global Anti-Corruption Compliance Programs

With the nature of anti-corruption investigations continuing to evolve both in the US and abroad, so must your compliance program. To better respond to heightened enforcement risk, companies are continuously innovating to improve compliance and strengthen anti-corruption risk awareness. Back by popular
demand, this exclusive panel will present some of the innovations that are the highlight of 2013.

Employee Engagement – How to Incentivize and Reward Compliance Efforts

Linda Szymanski
Chief Ethics & Compliance Officer
Royal Dutch Shell


How to Use Technology to Assess Compliance Program Health and Needs

Katherine Choo
Chief Investigative & Anti-Corruption Counsel
General Electric


Tying Anti-corruption, AML, Trade and Economic Sanctions Compliance: How to Design Cross-Discipline Policies and Procedures

Carmina Hughes
Head, Global AML Compliance
TD Bank


Joan E. Meyer - Panel Moderator
Partner
Baker & McKenzie LLP

1:15 Networking Luncheon for Speakers and Attendees

2:00 KEYNOTE: Deputy Attorney General of the United States

James M. Cole
Deputy Attorney General of the United States
U.S. Department of Justice


Breakout Session A

2:35pm - 3:45pm

Track 1 – Third Parties

How Reliable and Effective are your Third Party Diligence Files? A Practical Debate on What IS a Robust Third Party Due Diligence Program

Jeffrey Knox
Chief, Fraud Section, Criminal Division
U.S. Department of Justice


Sarah DiLorenzo
Senior Counsel, Global Compliance & Privacy
McDonald’s Corporation


Glenn Ware
Partner, Forensic Services Practice
PwC LLP

Lina A. Braude
Partner
Baker McKenzie LLP


  • Reviewing the usefulness of embassy references and International Company Profiles (ICPs)
  • How to conduct consistent and effective media searches
  • The evolving nature of the diligence tool kit and its effectiveness
  • How US DoJ views the use of business references
  • Working with legal and compliance departments within your organization to collect relevant data
  • Use of advanced social media data aggregators in emerging markets
  • Addressing cultural sensitivity issues in due diligence collection
  • Methodology of taking references, interviews
  • How effective are automated solutions and when to use them

AUDIENCE POLLING

Track 2 – Managing Litigation

Anticipating and Managing Collateral Litigation: What to Do When FCPA Allegations become Public

Joshua Drew
Vice President Investigations
Hewlett-Packard Company


Brian R. Howe
Senior Corporate Counsel
Bristol-Myers Squibb


James T. Parkinson
Partner
Buckley Sandler LLP


George Terwilliger
Partner
Morgan, Lewis & Bockius LLP


Paul Berger - Panel Moderator
Partner
Debevoise & Plimpton LLP


  • Understanding the scope of litigation that may follow FCPA enforcement and investigations, and how to prepare:
    • Breach of Contract, RICO, employment actions, shareholder derivative actions, breach of fiduciary duty
  • Assessing the issue and coming up with an immediate action plan to ensure the improper conduct has stopped
  • How to prepare the company and conduct your investigation knowing that collateral litigation is more and more likely
  • Establish credibility through internal communication to stakeholders
  • Set up procedures to gather and protect evidence prior to allegation becoming public
    • Document holds
    • Asking the right questions to potential witnesses
  • Best practices on responding to external

Track 3 – Global Standards
Responding to The Constellation of Global Anti-Corruption

John J. Sardar
Chief Compliance Officer
Noble Energy

Rebecca (Riv) Goldman
Vice President, Commercial Law
Rockwell Automation


As foreign governments continue to enforce their unique anticorruption regulations, it is imperative for businesses working across the globe to consider the myriad standards from various regulatory authorities.

  • Deciphering the global framework and main requirements of the FCPA, OECD, PACI, UN, UKBA, MDBs
  • Addressing guidance and regulations from the UK, Brazil, Canada, and Germany
  • How to link the common elements across the many different
    regulations: Code of conduct, oversight and autonomy,

Markus Heyer
Corporate Ethics and Compliance Officer
Panalpina Management Ltd.

Alexandra Wrage
President
TRACE International


  • How to address cultural and customary differences and local law
  • Ensuring the company culture supports an ethical approach to business transactions regardless of the “zip code” where the company operates
  • Designing an enterprise wide corporate compliance program that can accommodate a diverse global footprint: Can one size fit all?
  • Ensure the compliance program goes beyond policies and processes to create a program that works in practice


3:45 Afternoon Refreshment Break

Breakout Session B

4:00pm - 5:00pm

Track 1 – Leveraging Internal Audit

Designing an Anti-Corruption Audit Program:
How to Leverage the Internal Audit Function to Better Detect Risk

Larry J. Abston
Vice President, Corporate Audit
Anadarko Petroleum Corporation


Gary Fair
Vice President of Corporate Internal Audit
Johnson & Johnson


Keith Shuffler
Senior Audit Manager
Transocean Offshore Deepwater Drilling, Inc.

Paul V. Gerlach - Panel Moderator
Partner
Sidley Austin LLP


  • What is FCPA compliance auditing?
  • How compliance controls and financial controls intersect
  • Why and how to incorporate robust FCPA auditing into your compliance program
  • Evaluating the effectiveness of your business conduct guidelines
  • The intersection of the audit and legal functions
  • Differences between an internal audit plan and a selfassessment
    (FCPA v. UK Bribery Act)
  • Key things to appear in audit plan, how long should it take to implement
  • What are adequate accounting financial controls: What are the current standards v. proposed changes
  • What is the procedure to deal with something you uncover (privilege, communication)
  • Detecting high risk transactions, determining thresholds for review and effectively determining the best use of resources

Track 2 – M&A

Managing Fraud and Corruption Risks in M&As

James M. Koukios
Assistant Chief, Fraud Section Criminal Division
U.S. Department of Justice


Eunice Lee
Vice President, Global Anti-Corruption
American Express


Si-Yeon Kim
Chief Compliance Officer
One Equity Partners

Wallace W. Dietz
Member
Bass, Berry & Sims PLC


  • Analyzing the impact of the deal on liability for both parties to a merger
  • How to negotiate due diligence parameters and set contingency plans early
  • How to conduct a systematic review of the target’s sales practices, business model and third parties
  • Conducting effective pre-acquisition due diligence to identify business and regional risks
  • Knowing the negative impact of “buying an FCPA enforcement action:” Do you negotiate, go to government, or fix it?
  • Understanding how agency principles impact successor liability
  • How the DOJ views voluntarily disclosing a targets wrong doing and taking action to address it
  • It’s the day after closing – what’s next? Resolving issues in integration and remediation

Track 3 – Divergent Client Interests
Navigating Divergent Client Interests During an FCPA Investigation: Balancing an Effective Defense when Corporate and Individual Interests Collide

Graham W. C. Vanhegan
Deputy General Counsel, Corporate and
Chief Compliance Officer
ConocoPhillips Company

John Pease
Senior Counsel
Teva Pharmaceuticals


  • How to balance government requests for information with the privilege of your client
  • Understanding how the company is collecting evidence
  • How to handle the conflicting laws among agencies on plea bargaining, privilege, double jeopardy and mandatory debarment

Paula Anderson
Partner
Shearman & Sterling LLP

Erich T. Schwartz – Panel Moderator
Partner
Skadden, Arps, Slate, Meagher & Flom LLP


  • Managing the different objectives, resources, and expectations of the compliance and business units within the company
  • Where does corporation draw the line, duties to employees, how to encourage people to bring problems to management – how this might lead to conviction of an employee

Breakout Session C

5:05pm - 6:05pm

Track 1 – Voluntary Disclosures

Weighing the Pros and Cons of Voluntary Disclosures

Jason Jones
Assistant Chief, FCPA Unit
Fraud Section, Criminal Division
U.S. Department of Justice


Charles E. Cain
Deputy Chief, FCPA Unit
U.S. Securities and Exchange Commission

F. Joseph Warin
Partner
Gibson Dunn & Crutcher LLP


R. Todd Cronan - Panel Moderator
Partner
Goodwin Proctor LLP


  • What happens if/when you disclose a violation to the government
  • Understanding DOJ guidelines for when you disclose, and repercussions for NOT disclosing
  • Weighing the pros and cons for resolving compliance issues internally
  • Understanding how voluntary disclosures and allegations can lead to other disputes including securities litigation and shareholder suits
  • Comparing and contrasting SEC and DOJ approaches
  • How government agencies evaluate voluntary disclosures
  • What are the aggravating and mitigating factors?
  • Tracking the voluntary disclosure
  • Fines: how the government determines fines, penalties

AUDIENCE POLLING

Track 2 – Responding to Whistleblowers

How to Respond to a Whistleblower Report:
Preventing Pitfalls that Can Lead to Litigation

William B. Jacobson
Vice President, Co-General Counsel,
Chief Compliance Officer
Weatherford International, Ltd.

Andy Hinton
Associate General Counsel and
Chief Compliance Counsel
Google

Suzanne Rich Folsom
EVP, General Counsel & Chief Compliance Officer
ACADEMI LLC


Kimberly A. Parker
Partner
Wilmer Cutler Pickering Hale and Dorr LLP


  • What to do when you receive a whistleblower letter:
    Differences in handling a letter from a law firm v. internal employee
  • When to hire outside counsel
  • Setting up procedures and policies once a whistleblower is known: First steps to take and who to inform of the report
  • Determining whether to disclose to the SEC once a whistleblower letter is received
  • Working closely with your JV’s and other partners who may have received a similar report
  • How to deal with the rise of whistleblower lawyers and ensure employees come to you first
  • Incentives for employees to stay “in house” and use corporate elevation procedures versus going outside to regulators

Track 3 – Corporate Governance
The Intersection of Corporate Governance and the FCPA: How to Effectively Interact with the Board of Directors and Audit Committee for FCPA issues

Steven A. Tyrrell
Partner
Weil, Gotshal & Manges LLP

Susan Ringler
Vice President, Chief Ethics & Compliance Officer
Alcoa


  • At what point and to what extent should the Board be involved with oversight, management, and engagement with an FCPA matter
  • When and how should reports of corruption be told to the Board
  • What are the legal duties of the Board and Audit Committee under the FCPA and under the US Sentencing Guidelines
  • Understanding the dynamics of the Board, and their relationship with the management team

Peter B. Clark
Partner
Cadwalader, Wickersham & Taft LLP

Mark A. Patton
Senior Counsel, Anti-Corruption
Regional Counsel, Non-U.S. Americas
The Boeing Company


  • What levels of communication between the Compliance and the Board and Audit committees are needed
  • What are the liability risks to Board members for failing to oversee implementation of a compliance program
  • What does the Board want to know from their compliance team


6:05 Conference Adjourns to Day 2

6:05-7:30 Cocktail Reception hosted by:





Main Conference Day Two | Wednesday, November 20, 2013


8:30 Co-Chairs’ Opening Remarks

8:30 KEYNOTE from the SEC

Andrew J. Ceresney
Co-Director, Division of Enforcement
U.S. Securities and Exchange Commission


8:30 Moot Court on the Top 3 Most Confronted Issues of the FCPA:
An Interactive Debate on Jurisdiction, Definition of “Foreign Government Official” and Accounting Controls

Homer E. Moyer, Jr.
Member
Miller & Chevalier Chartered


Alice S. Fisher
Partner
Latham & Watkins LLP


Mark F. Mendelsohn
Partner
Paul, Weiss, Rifkind, Wharton & Garrison


Lanny A. Breuer
Partner
Covington & Burling LLP


Timothy L. Dickinson - Panel Moderator
Partner
Paul Hastings LLP

 

During this first FCPA Moot Court, you will hear former prosecutors and defense counsel debate some of the most disputed issues that arise from the FCPA. Polling will be used to determine audience observations before and after each issue is debated.

FCPA Jurisdiction

  • What constitutes the appropriate “nexus” for FCPA jurisdiction?
  • What are the practical implications of broad DOJ and SEC jurisdictional reach?

Definition of “Foreign Government Official”

  • How should employees of SOEs be treated?
  • What is the impact of recent case law on the definition of “foreign officials”?

Accounting Controls

  • What is the scope of “internal accounting controls”?
  • How much is enough?

AUDIENCE POLLING

10:15 SEC v. DOJ: What are the Different Considerations in Preparing for and Defending SEC and DOJ Investigations

Cheryl J. Scarboro
Partner
Simpson Thacher & Bartlett LLP


Manny Alas
Partner, Forensic Services Practice
PwC LLP


Richard Craig Smith
Partner
Norton Rose Fulbright LLP

 

  • What can lead to an FCPA probe
  • How the SEC conducts preliminary investigations and what you should do to prepare
  • Techniques to presenting your case when the DOJ and SEC are in the same room
  • Understanding SEC and DOJ processes to prepare your company
  • When, or when not to, disclose to the SEC v. the DOJ
  • Strategies in the settlement process
  • Balancing both investigations and understanding respective interests of each
  • Understanding the mechanics of

AUDIENCE POLLING

11:15 Coffee Break

Breakout Session D

11:30am - 12:45pm

Track 1 – Joint Ventures

Minimizing FCPA Risk Exposure in Majority, Minority and Contractual Joint Ventures

Brian R. Michael
Vice President & Deputy General Counsel
21st Century Fox (Formerly News Corporation)
Group Chief Compliance Officer, Fox Networks Group

Matthew Heiman
Vice President, Chief Compliance & Ethics Officer
Tyco


Raymond Banoun
Partner
Cadwalader, Wickersham & Taft LLP

Martin Weinstein
Partner
Willkie Farr & Gallagher LLP

 

  • Assessing how each type of JV can present FCPA compliance risks
  • Practical ways to monitor your JV partners for FCPA risks
  • How to manage joint venture risks with differing local laws at play
  • Understanding what kinds of red flags enforcement authorities look for in joint ventures
  • What contractual mechanisms to put into place to mitigate risk and issues of control
  • How does your team manage compliance structures (influence model)
  • What is the government view of majority v. minority stake when an FCPA issue arises
    • Defining “controlling interest” – percentage ownership, board voting rights, management control
  • How to negotiate control provisions, board representation, veto rights, reps and warranties when you are not the majority partner
  • How to resolve problems that may

AUDIENCE POLLING

Track 2 – Internal Investigations

Inside the Effective Management of an FCPA Internal Investigation: How to Plan the Investigative Protocol, Data Management, and Technology Infrastructure to Support your Investigation

Matthew S. Queler
Assistant Chief, FCPA Unit
Fraud Section, Criminal Division
U.S. Department of Justice

Tracy L. Price
Assistant Director, FCPA Unit
Division of Enforcement
U.S. Securities and Exchange Commission

Nancy Cassidy
Executive Counsel
Textron


Joe D. Whitley
Partner
Greenberg Traurig LLP


  • Educating both legal and non-legal internal investigation teams to key red flags at the outset of an investigation
  • Ensuring documents and data are preserved…from the beginning
  • Building a team – When do you need to retain
    • Information management/storage/document review provider
    • Outside counsel
    • Local counsel
    • Counsel for individuals or Board of Directors
    • Forensic accountants
    • Communication/PR advisor
  • Educating your company on privacy, labor, and anticorruption laws, self-disclosure requirements and attorney-client privilege
  • Creating a working chronology
  • Determining your document review and interview process and analysis
  • Preparing your client for what may lie ahead


12:45 Networking Lunch

Lunch Industry Roundtables - Attendees will have the opportunity to seat at the industry table of their choice. Network and discuss the FCPA issues that are the most important to your industry or function. Industry tables will include extractive industries, life sciences, entertainment, defense and aerospace, technology, and consumer products, among others.


Breakout Session E

2:00am - 3:00pm

Track 1 – Africa

How to Minimize FCPA Risks in Social Initiatives while Doing Business in Africa

Jonathan Drimmer
Vice President, Deputy General Counsel
Barrick Gold


Scott Baucum
Global Director, Business Conduct
Monsanto


Julia C. Symon
Director of Compliance
KBR


  • Best practices for local procurement and hiring initiatives
  • How to spot red flags in charitable contributions and donations
  • Addressing challenges in creating public-private partnerships
  • Best practices for tracking the funding for social infrastructure projects
  • Relationships with local chiefs and when payments are culturally expected
  • Other CSR efforts

Track 2 – China

The Explosion of Commercial Bribery Investigations in the PRC: What Can Trigger a PSB or SAIC Bribery Probe and How to Proactively Mitigate Exposure

Raja Chatterjee
Executive Director, Global Head, Anti-Corruption Group
Morgan Stanley


David Tiang
Partner
King & Wood Mallesons (Beijing)


Samuel G. Williamson
Partner
Kirkland & Ellis LLP (Shanghai)


  • Understanding how the PRC’s anti-corruption laws are being enforced, and how local prosecutors are investigating foreign companies and their executives
  • Knowing the definitions of “foreign official” and “instrumentality” in the Chinese landscape
  • What documents and evidence you should prepare when SAIC or Chinese Police visits your company
  • How to brief senior company officials before interviews with SAIC officials
  • How to decrease the fine and show your commitment to compliance: restructuring, training, company policy adjustment, monitoring solutions
  • What should be the role of outside lawyers and advisors
  • What does it mean to “cooperate” in the Chinese landscape
  • What is the best strategy for negotiation with China Authority
  • How much to disclose on the investigation findings to
    shareholders and the public


3:00 Networking Break

3:15 KEYNOTE from the OECD

Nicola Bonucci
Director for Legal Affairs
Organisation for Economic Co-operation and Development


3:45 When Foreign and US Prosecutors Come Knocking:
How International Cooperation and Mutual Legal Assistance are Affecting the Substance and Settlement Process of Global Investigations

David Raskin
Partner
Clifford Chance


Patrick Rappo
Partner
Steptoe & Johnson LLP (London)


Peter Burrell
Partner
Willkie Farr & Gallagher LLP (London)

 

  • How to meet the demands of multi-jurisdictional law enforcement in particular jurisdictions with no/different resolution mechanisms
  • Communicating with government authorities: balancing cooperation with maintaining an effective defense
  • Implementing the best strategy to deal with multiple investigations
    • EU investigations vs. SEC and DOJ investigations
    • what law governs and when
    • reciprocity and mutual assistance between regulators
  • How new DPA legislation in the UK will likely impact multijurisdictional enforcement and global settlements
  • Practical steps in planning a defense strategy, managing a case and dealing with local privacy laws
  • Responding to documentary requests from different jurisdictions
  • What evidence prosecutors expect you to share and risks arising to your defense
  • Ensuring confidentiality and preserving privilege
  • Minimizing downstream litigation exposure

4:45 Collateral Consequences of Running Afoul of the FCPA:
How World Bank Enforcement Differs from FCPA Investigations and What you Need to Know Before It’s Too Late

Pascale Dubois
Suspension and Debarment Officer
The World Bank


Michael Silverman
Counsel
Hughes Hubbard & Reed LLP


  • What is the role of the World Bank and other Multilateral Development (MDBs) in anti-corruption enforcement
  • Integrity policies, sanctions policies and procedures in place at the World Bank and other MDBs and possible consequences of violations
  • How MDBs pursue and adjudicate allegations of corruption and fraud
  • Range of administration sanctions used as an anti-corruption tool
  • Understanding how an FCPA violation can lead to a debarment by the US, EU, or a multilateral development bank
  • What are the high risk areas of corruption, fraud, collusion, coercion and obstructive practices targeted by the World Bank
  • What is the debarment and cross debarment process and appeal rights

5:30 Conference Co-Chairs’ Closing Remarks