Main Conference Day One | Tuesday, November 18, 2014


7:30 Continental Breakfast & Registration Begins

8:30 Conference Co-Chairs’ Opening Remarks

Wendy Hallgren
Vice President Corporate Compliance
Fluor


Lucinda A. Low
Partner
Steptoe & Johnson LLP


8:45 The FCPA Year in Review: A Conversation with DOJ and SEC Prosecutors

Patrick Stokes
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

Questions to the SEC:

Linda Chatman Thomsen
Partner
Davis Polk LLP


Questions to the USDOJ:

Mark Mendelsohn
Partner
Paul Weiss, Rifkind, Wharton & Garrison LLP

 

This staple panel is designed with a new format for 2014. This highly-anticipated panel discussion will feature former DOJ and SEC prosecutors who will conduct an interactive Q&A session with current officials. Diving beyond the trends and priorities, get a deeper insight as to what is driving current Foreign Corrupt Practices Act investigations, and how aggressive cross-border anti-corruption enforcement is reshaping the global compliance landscape.

Make sure your question gets an answer - Submit your questions to panel interviewers at questions@americanconference.com.

10:00 General Counsel Roundtable – How to Right-Size your Anti-Corruption Compliance Resources After an FCPA Case

Charles Fernald
Senior Vice President, General Counsel and Chief Compliance Officer
Control Components, Inc.

 

Suzanne Rich Folsom
General Counsel and Senior Vice President – Governmental Affairs
United States Steel


William E. Turcotte
Senior Vice President and General Counsel
Noble Corporation


Andrew D. Farley
Executive Vice President and General Counsel
KBR

 


Panel Moderator

Richard N. Dean
Partner
Baker & McKenzie LLP

 

  • Getting it right - Where to spend the money, time and resources to minimize the occurrence of corruption and fraud in your global operations
  • Designing the best reporting structure for your company – how legal, audit, compliance and the Board should interact
  • How compliance policies and procedures should differ when a company is in remediation/post-settlement
  • What kind of legal protections to put in place to protect your company against the corrupt activities of others in your supply chain
  • Best practices in handling cross-border investigations

11:00 Networking Break

11:15 Managing your Own Employee Risks: What Government Now Expects for Employee Screening, Compensation – and How to Use HR as a Gatekeeper

James Koukios
Senior Deputy Chief, Fraud Section Criminal Division
U.S. Department of Justice

 

Raja Chatterjee
Managing Director, Global Risk Officer
Tishman Speyer

 

David S. Krakoff
Partner
BuckleySandler LLP

 

Panel Moderator

Richard Craig Smith
Partner
Norton Rose Fulbright LLP

 

  • Understanding HR’s role in training and screening employees and potential hires
  • How to align compliance performance factors with compensation structures
  • What recent cases in Asia tell us about DOJ priorities and expectations for employee screening
  • How compensation structures can impact employee behavior

12:00 Compliance Program Benchmarking - Polling Questions and Audience Participation

Jonathan Drimmer
Vice President, Deputy General Counsel
Barrick Gold

 

The conference features a panel dedicated to best practices in anti-corruption compliance programs. In preparation for the discussion of November 19, the panel moderator will ask the audience 15 questions specific to compliance programs structure, resource allocation, reporting, governance and metrics. Polling results will be used as part of the panel discussion the next day and shared on the conference website.

12:15 Strategic Considerations for FCPA Disclosures: Balancing Company, Board, Management, Lawyer and Accountant Objectives

Manny Alas
Partner and Global FCPA Leader (New York, NY)
PwC, LLP

 

William J. Bachman
Partner
Williams & Connolly LLP

 

Panel Moderator

Lucinda A. Low
Partner
Steptoe & Johnson LLP

 

  • How do you balance disclosure obligations while preserving privilege?
  • What factors should drive disclosure?
  • What are the roles, responsibilities and liabilities of in-house compliance professionals and their external counsel and auditors
  • What information should the company give to their external auditors?
  • How can external counsel and audit teams work together to provide the best outcome for their client?
  • FASB requirements v. ABA standards on audit response and reporting loss contingencies

1:15 KEYNOTE from William Danvers

William Danvers
Deputy Secretary-General
OECD - Organisation for Economic Co-Operation
and Development (Paris)

 

1:35 Networking Luncheon for Speakers and Attendees



Breakout Session A

2:35 pm - 3:45 pm

Track 1
Responding to the Whistleblower Epidemic: What Motivates a Whistleblower, How to Interact with the Whistleblower Bar and When to Go to Governmen

Adam Briggs
Regulatory Compliance & Ethics Attorney
UPS

 

Amy J. Conway-Hatcher
Partner
Kaye Scholer LLP

 

R. Todd Cronan
Partner
Goodwin Procter LLP

 

Panel Moderator

Paul R. Berger
Partner
Debevoise & Plimpton LLPMcKenzie LLP

 

With recent focus in the courts on the Anti-Retaliation Provisions of the Sarbanes-Oxley and Dodd-Frank Acts, a growing plaintiff’s bar, and large monetary payouts at stake, serious questions and concerns remain for companies who must navigate how to deal with a growing number of whistleblower complaints. Session leaders will open the door on what really is going on in the mind of a whistleblower and what can be done to mitigate exposure to these actions.

  • Who are the kinds of people submitting complaints and what is their motivation
  • How the whistleblower statutes impact your disclosures to government
  • Criminal and civil exposure to the company and individuals
  • What can be done to keep reports in-house
  • How do EU data privacy and security laws impact your whistleblower hotline
  • Steps to take when receiving a report from employees; Plaintiff’s counsel; competitors
  • Disclosure protocol to the Board and Audit Committees

Track 2 –
From Risk Assessment to Compliance Program: How to Translate In-Country
Risk Assessments to Successful Policies and Procedures in High Risk Markets

Peter Jaffe
Chief Ethics and Compliance Officer
AES Corporation

 

Greg Vamos
Assistant General Counsel
Microsoft

 

Susan Ringler
Vice President, Chief Ethics & Compliance Officer
Alcoa

 

Greg D. Andres
Partner
Davis Polk & Wardwell LLP

 

Panel Moderator

Robert J. Bittman
Partner
Morgan, Lewis & Bockius LLP

 

  • You’ve identified the risks – how to take steps to meeting those risks with actual policies and procedures
  • Developing standards of procedure across multiple jurisdictions
  • What can be done to make sure your compliance program is constantly evolving based on changing risk profiles
  • How to identify whether the program is successful or not
  • How to build an internal compliance team based on the results from your risk assessment
  • What can be done internally vs. when you need to look
    for external resources

Track 3
M&A Pitfalls Case Studies - Where Acquirers Go Wrong on Due Diligence and Integration: The Top 10 Mistakes and How to Avoid Them

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

 

Amanda Schreiber
Executive Vice President, Chief Compliance Officer
& Chief Corporate Legal Officer
ContourGlobal

Jason Suslak
Corporate Attorney, Strategic Business Areas
J.M. Smucker

 

M&A activity knows no borders – and neither does FCPA enforcement of these transactions. This session will highlight M&A transactions that went wrong. Through case studies, panel leaders will address the most complex challenges from the perspective of both the acquirer and seller.


Panel Moderator

Raymond Banoun
Partner
Cadwalader, Wickersham & Taft LLP

 

Topics will include:

  • Was there enough access pre-merger?
  • How did the acquirer find wrongdoing post-closing, and what did they do to clean it up?
  • How do you develop a strong post-acquisition plan?
  • What kind of due diligence can be done to get the “true value” of a target
  • Conducting effective pre-acquisition due diligence to identify business and regional risks


3:45 Refreshment Break


Breakout Session B

4:00 pm – 5:00 pm

Track 1 –
Overcoming Practical Constraints to Data Access for Compliance Reviews
and Investigationst

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

 

Carl Hahn
Associate General Counsel, Trust and Compliance Officer, Major Markets
IBM

Karsten Leffrang
Chief Compliance Officer
SMARTRAC (Netherlands)

 

Elaina Loizou
Compliance Counsel, European Union, Africa & Middle East, and South Asia
Pfizer

Panel Moderator

Philip Urofsky
Partner
Shearman & Sterling LLP


  • Obtaining approvals for documents in the EU – deciphering restrictions under data protection laws over emails, schedules, contacts and other personal information
  • Challenges in exporting data due to state secrecy and data privacy laws
  • How EU data protection laws impact your investigation and collecting information
  • Best practices on preserving evidence across multiple jurisdictions with different regulations
  • Overcoming practical limitations to interviewing employees during reviews and investigations
  • Fines: how the government determines fines, penalties


Track 2 –
Responding to the SEC’s Increased Focus on FCPA Internal Accounting Controls: Lessons Learned post HP, Oracle, Alcoa and Archer Daniels

Christine E. Neal
Senior Investigations Counsel
FCPA Unit, Division of Enforcement
U.S. Securities and Exchange Commission

Johan van Graan
Chief Risk Officer
Vodacom (South Africa)

 

Joseph M. Azam
Senior Vice President & Associate General Counsel,
Anti-Bribery
HSBC

Panel Moderator

Cheryl J. Scarboro
Partner
Simpson Thacher & Bartlett LLP


Practitioners well versed in SEC case law will provide an in-depth examination of the real-life impact of each case on FCPA practice and books and record compliance. Cases covered during this session will be updated to include all high profile cases resolved by the time of the conference in November 2014.

  • How companies should review their financial controls with a SEC and DOJ focus on higher penalties and disgorgement
  • Spotting illegal payments in your books and records that are disguised as legitimate commissions and expenses – what are the red flags?
  • What is the standard for a company’s obligation to have “reasonably designed” internal controls?
  • What level of due diligence should companies perform on third parties books & records and accounting

Track 3 –
Joint Venture Hypotheticals: How to Address the Most Complex Challenges

Robert Rubenstein
Vice President & Principal Counsel, Compliance
Bechtel Global Corporation

 

Anjali Chaturvedi
Associate General Counsel
BP International

 

Using hypotheticals, panel leaders will provide strategies on how to address the most complex challenges when operating in a minority or majority joint venture. After a review of each scenario and all the challenges involved, expert speakers will take the audience through a step by step approach to resolve each of these situations. Time will be given for smaller groups to discuss how they would address each scenario.
Hypothetical scenarios will include the below themes:

Douglas Greenburg
Partner
Latham & Watkins LLP

 

Panel Moderator

Stephen M. McNabb
Partner
Norton Rose Fulbright LLP

 

  • How to deal with a foreign government entity or official as a business partner: Can you be sure they comply with the FCPA/UK Bribery Act
  • Ownership and responsibility concerns: How do responsibilities differ in majority and minority owned JVs?
  • What determines “control” in a JV and what is the impact for legal liability?
  • What considerations should be addressed in a JV/JSC agreement to deal with corruption concerns?

Breakout Session C

5:05 pm – 6:05 pm

Track 1 –
What Third Party Structures Present the Most Risk: Practical Strategies to Identify Local Law Conflicts, Hidden Schemes and Ownership Risks

William E. Turcotte
Senior Vice President and General Counsel
Noble Corporation

 

Katherine Choo
Chief Investigative & Anti-Corruption Counsel
General Electric Company

 

Katherine Elizabeth Ryder
Senior Counsel
Statoil

 

Panel Moderator

Mary C. Spearing
Partner
Baker Botts



Identifying risky third party transactions can present many unique challenges for companies– especially when dealing with conflicting regulations, enforcement structures, and differing cultures. Panel leaders will dive into some of the most common struggles they face when using third parties.

  • Understanding impact of local customs and freight forwarding laws and their impact on third party risks
  • Dealing with “brief case agents” and “door openers” in higher risk jurisdictions
  • Special challenges associated with Africa, Middle East,
    and Europe
  • Common schemes used to perpetuate corruption and fraud (such as one-day companies in Russia)


Track 2 –
Responding to a World Bank, USAID and MDB Investigation: How to Negotiate with the Banks and How your Approach Should Differ from DOJ and SEC Investigations

Mamta Kaushal
Advisor to Director of Operations
Office of the Integrity Vice Presidency
The World Bank

Glenn Ware
Principal and Anti-Corruption & Program Integrity Leader Forensic Services (McLean, VA)
PwC, LLP

 

Panel Moderator

F. Joseph Warin
Partner
Gibson Dunn & Crutcher LLP


  • Contrasting World Bank Group integrity compliance guidelines with the U.S. Sentencing Guidelines
  • What’s at stake when negotiating with the MDBs v. the DOJ and SEC
  • Understanding the kinds of sanctions and debarments the banks can impose
  • Determining what kind of rehabilitation conditions must be met after being debarred
  • Practical insight from practitioners who have sat at the table with both the DOJ and SEC, and the MDBs
  • Understanding the conditional release process of the World Bank, and other mitigating factors that are considered

Track 3 –
Navigating the Convergence of Anti-Competitive, Bid Rigging, AML, Sanctions and Anti-Corruption Investigations

Lisa M. Phelan
Chief, National Criminal Enforcement Section
Anti-Trust Division
U.S. Department of Justice

Thomas Koffer
Global Head of Anti-Corruption and Economic Sanctions Compliance
Credit Suisse

Jonathan E. Lopez
Partner
Orrick, Herrington & Sutcliffe LLP


  • What recent cases say about multi-faceted investigations by numerous agencies
    • Direct Access Partner
    • Bridgestone
    • HSBC

Charles E. Duross
Partner
Morrison & Foerster LLP

 

Panel Moderator

Peter Burrell
Partner
Willkie Farr & Gallagher LLP


  • How to leverage technology and expertise across practices
  • Where AML, sanctions and anti-corruption laws converge – development of a robust and effective compliance program
  • How harmonizing policies and processes across disciplines can streamline your companies compliance program


6:05 Conference Adjourns to Day 2

6:05-7:30 Cocktail Reception





Main Conference Day Two | Wednesday, November 19, 2014


8:30 Co-Chairs’ Opening Remarks

8:35 KEYNOTE

Leslie R. Caldwell
Assistant Attorney General, Criminal Division
U.S. Department of Justice

 

9:05 The Meaning of “Cooperation” with Government: How Global Anti-Corruption Investigations are Becoming More Challenging and Raising More Local Law Issues and Parallel Investigations

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

 

Robert D. Luskin
Partner
Squire Patton Boggs LLP

 

William Stellmach
Acting Chief, Fraud Section
Criminal Division
U.S. Department of Justice

Panel Moderator

Martin Weinstein
Partner
Willkie Farr & Gallagher LLP


  • How to handle pressures and dilemmas for document production and preserving privilege during a multi-lateral investigation
  • Challenges on dealing with regulators in multiple jurisdictions
  • Understanding differing cultures of disclosure and cooperation
  • How a company should cooperate in a multi-jurisdictional investigation – which agency to contact first
  • Balancing government cooperation with maintaining an effective defense
  • The art and effectiveness of global resolutions

10:05 Compliance Program Benchmarking: How Global Compliance Programs are Evolving and How to Select the Ideal Structure for your Company’s Greatest Risks

Adrian Mebane
Vice President, Global Ethics & Compliance
The Hershey Company

 

Patricia M. Byrne
Associate General Counsel, International Compliance
BAE Systems

 

Wendy Hallgren
Vice President Corporate Compliance
Fluor

 

Robert Shanks
Vice President Legal
Raytheon

 

Panel Moderator

Jonathan Drimmer
Vice President, Deputy General Counsel
Barrick Gold

 

Audience Polling Results Revealed – Find out how your compliance program compares to other companies in the audience. The panel moderator will share the results of the compliance program polling done on the first day of the conference. The rest of the panel will take a deep dive into the most innovative strategies to implement and monitor an internal anti-corruption program, including:

  • Outlining the components of an effective compliance program - industry specific considerations vs. general best practices
  • Assessing the risks faced by your company based on geographic scope, business model, business sector and other factors
  • How to ensure comprehensive reporting, clear accountability and full and effective oversight by top decision makers
  • Integrated solutions to compliance: How to manage the interplay of anti-corruption with AML, export controls and sanctions compliance requirements
  • Compliance program reviews – how often to review policies and adjust according to evolving legislative and enforcement activity
  • Utilizing third party technology platforms and other data analytics to help make decisions and manage risks
  • How to deal with fragmented information management systems and decentralized compliance organizations

11:15 Networking Break


Breakout Session D

11:30 am - 12:30 pm

Track 1
Modus Operandi of Corruption in Unstable Markets: How to Control the Spike of Facilitating Payments, Safety Concerns, and Kidnapping and Extortion Requests

Bruce D. Lundstrom
Executive Vice President, General Counsel and Secretary
Chief Compliance Officer
Tidewater

Jeremy I. Levin
Partner
Baker Botts

 

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

Panel Moderator

Alexandra Wrage
President
TRACE International

 

  • Ensuring your employees have proper papers and visas in order to minimize risk of harassment
  • Understanding common scenarios and jurisdictions when these issues are most prevalent
  • Where facilitating payments and physical safety intersect – what to do when your employees are threatened by bodily harm, extortion requests and kidnapping
  • Facilitating payments under the UKBA v. FCPA
  • What to do when you make a payment to get out of a sticky situation – when to report and how to properly book the payment
  • How to properly train your employees to handle these unique situations when traveling into instable markets


Track 2 –
Monitors Growing Pains: Update on Hybrid Monitorships and What Controls Should be Placed on a Monitor

Daniel Kahn
Assistant Chief, FCPA Unit
Fraud Section, Criminal Division
U.S. Department of Justice

William Jacobson
Partner
Orrick, Herrington & Sutcliffe LLP

 

Scott L. Fredericksen
Partner
Foley & Lardner LLP

 

Panel Moderator

Joan E. Meyer
Partner
Baker & McKenzie LLP

 

  • Understanding the role of the monitor and negotiating the scope of the monitor’s work plan
  • How to keep the costs of a monitor in check
  • Checks and balances: Who is “monitoring” the monitor?
  • Understanding how privilege and work product is effected by the use of a monitor
  • Protecting the confidentiality of the monitor’s report
  • The outlook on hybrid monitorships and self-reporting requirements

Track 3 –
Developing a Comprehensive FCPA Module for Internal Audit: How to Comply with SOX and COSO Standards that Meet SEC Expectations

Marianne Fogarty
Business Ethics & Anti-Corruption Compliance Officer
Mastercard

 

David Gannaway
Vice President, Group Forensic Audit
Sanofi

Justin Offen
Director, Forensic Services
PwC LLP

 

Panel Moderator

Timothy L. Dickinson
Partner
Paul Hastings LLP

  • How to implement COSO’s Internal Control-Integrated Framework
  • Identifying specific procedures to review bank account controls, payment controls, vendor and master list verifications and the
    commercial cycle
  • How to review the commercial cycle
  • Addressing special concerns for travel, entertainment and gifts


12:30 Networking Lunch for Speakers and Attendees


Breakout Session E

1:45 pm – 3:00 pm | Country-Specific Focus

Track 1 –
Focus on CHINA - How to Run an Internal Anti-Corruption Investigation in China: Overcoming Labor, Privacy and State
Secret Issues

Tina Hua
Director, Investigations Counsel, Asia Pacific & Japan
Hewlett-Packard Company (Hong Kong)

 

Patrick Norton
Partner
Steptoe & Johnson LLP

 

Panel Moderator

Scott Mendeloff
Shareholder
Greenberg Traurig LLP

 

  • Resolving conflicts with Chinese employment, privacy law: How to access information while complying with local regulations
  • What Chinese labour issues will emerge during an investigation
  • How to secure records for an effective documentary review
    • Securing electronic data on servers and computer hard drives
    • How to overcome inadequate hard copy record keeping
    • Using Chinese language search engines
    • Is it legal to image a computer?
  • Conducting interviews in China
    • Setting up the optimal interview team
    • Deciphering what interviewee is really saying and not saying
    • What to do when local management involvement is suspected
  • Factors in maximizing credibility to the government
  • Chinese state secret issues post Rio Tinto: how they can come up, and what is the best response


Track 2 –
Focus on Brazil: A Practical Blue Print for Dealing with Government Officials in a Compliant Manner

Kathalin Carvalho
Regional Compliance Manager
Jabil Circuit

 

Juliana Sá de Miranda
Partner
TozziniFreire Advogados (Brazil)

 

  • How to identify touch points and main areas of risk, and how to create controls around those risks
  • Best practices for handling improper solicitations
  • How to deal with donation and sponsorship situations
  • What risks are involved when hiring a former government official or the relative of a local Government official
  • Conducting extensive due diligence on despechante before engaging their services
  • How to monitor and control third parties who have significant face time with government officials for permits, licenses, and other governmental approvals
  • Best practices for getting what you need without violating the FCPA or Brazil’s Clean Company Act
  • Knowing how to make sure you know the exact kind of dealings government “facilitators” have with their government contacts

Track 3 –
Focus on Russia - Compliance, Due Diligence and Your Distributors in Russia: Reconciling Russian Competition Law and the FCPA

Irina Lazieva
Senior Counsel, Compliance & Business Conduct,
Central East Europe
3M Russia (Russia)

Vassily Rudomino
Senior Partner
ALRUD (Russia)

Panel Moderator

Andrew Mac
Partner
EPAM

  • How much discretion should companies have to reject or terminate distributors?
  • Where is the line between FCPA compliance and abuse of dominant position under Russia competition law?
  • Acting on negative findings - how to establish cause to terminate or unwind a distributor agreement
  • Guidance on how companies should conduct due diligence and act on findings where there are reasonable suspicions of corrupt acts but no actual convictions or other official findings of wrongdoing
  • Deciding whether to turn evidence over to Russian (or other) authorities when corrupt behavior is detected
  • How can foreign importers determine if their local distributors are actually corrupt or simply the victims of black PR
  • Beyond pharma: How the FAS may reconcile anti-monopoly laws and anti-corruption practices in other industries

3:00 Networking Break

3:15 KEYNOTE

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


3:35 An Interactive Moot Court Debate on Unsettled FCPA Issues

Peter B. Clark
Partner
Cadwalader, Wickersham & Taft LLP

 

Richard Grime
Partner
O’Melveny & Myers LLP

 

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

 

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

 

Laurence Urgenson – “Judge”
Partner
Mayer Brown LLP

 

Back by popular demand, this year’s Moot Court will address the most current sources of contention in the FCPA. Hear from defense counsel and former prosecutors who will utilize real-life hypotheticals depicting an appellate argument. The debate will focus on these three important issues:

  • Whether electronic or telephone communications into the United States are sufficient to establish FCPA jurisdiction in
    the case of a foreign corporation under dd(3)
  • Whether a US Issuer can be held liable under the FCPA anti-bribery provision for an improper payment by an employee of a controlled foreign subsidiary without evidence that an officer, director or employee of the Issuer participated in or authorized the improper payment
  • Whether a company can be held criminally liable under the accounting provisions of the FCPA for failing to adopt an effective FCPA compliance program


4:45 Minimizing Marketing and Promotional “Slush” Fund Pitfalls: How to Implement Effective Controls to Minimize FCPA Exposure

Joshua Drew
Vice President Investigations
Hewlett-Packard Company

 

Eric Kraeutler
Partner
Morgan, Lewis & Bockius LLP

 

  • Ensuring distributor discounts are properly recorded and used for legitimate purposes
  • Training your local distributors on the importance of compliance
  • Spotting offshore shell companies that may be a home for “slush” funds
  • Obtaining proper verification without relying on representations made by distributors

5:30 Conference Co-Chairs’ Closing Remarks