Wednesday, November 9, 2011

8:30 Opening Remarks from the Conference Co-Chairs

9:30 How to Manage and Respond to an FCPA Crisis: What to Do in the First 2 Weeks

William E. Craco
Assistant General Counsel
Johnson & Johnson

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

Roger M. Witten
Partner
Wilmer Cutler Pickering Hale and Dorr LLP

• Assessing the potential FCPA issue at hand and estimating the magnitude of the problem
• Approaching your response and organizing the investigation based on whether the issue is raised internally, by the government, by a whistleblower or by receipt of a subpoena
• Ensuring that the questionable conduct has stopped
• Practical and formal steps you must take to secure evidence quickly
• Deciding when to notify stakeholders
• When you must retain outside counsel, forensic accountants and how many
• Taking appropriate steps to preserve attorney-client privilege and related protections
• Deciding whether or not to appoint an independent review committee
• Involving the Audit Committee and considering counsel for the Audit Committee
• Dealing with whistleblower and PR issues
• Developing a written crisis response policy to formalize the process

10:30 Coffee Break

10:45 Settling an FCPA Enforcement Action: Contrasting NPAs, DPAs and Plea Agreements

William J. Stuckwish
Assistant Chief, Fraud Section
U.S. Department of Justice

Steve Reynolds
Senior Vice President & General Counsel
Alcatel-Lucent

Cheryl Scarboro
Partner
Simpson Thacher & Bartlett LLP

Lucinda Low – Panel Moderator
Partner
Steptoe and Johnson LLP

• DOJ NPAs, DPAs and pleas – what are the key differences and when is one more appropriate than another
• How have the standard terms of DPAs evolved in recent years
• SEC NPAs and DPAs vs. civil complaints/consent decrees – what are the implications of each, and in what circumstances will each be used
• Do they affect whistleblower bounties under Dodd-Frank
• What are the lessons from the Tenaris DPA
• How will SEC DPAs and NPAs affect joint resolutions
• What are the implications of the form of resolution for post-settlement monitoring obligations
• What are the implications for collateral consequences (e.g., debarment)
• What are the implications if there is a subsequent problem

11:45 Leveraging Internal Controls and Continuous Transaction Monitoring to Flag and Manage Compliance-Sensitive Payments

Gary F. Giampetruzzi
Vice President and Assistant General Counsel
Head of Government Investigations
Pfizer

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

Patricia Etzold
Partner, Forensic Services
PwC LLP

David D. DiBari – Panel Moderator
Managing Partner
Clifford Chance LLP

• How to identify and handle compliance sensitive payments that can trigger enforcement actions
• Setting up separate ledger accounting codes for compliance sensitive payments to prevent an internal controls failure
• Building self monitoring and self detection tools into your financial controls to supplement audits
• Is there a right way to record facilitating payments post UK Bribery Act?
• The intersection of audit and legal functions

12:45 World Bank Address

Stephen Zimmerman
Director Operations, Integrity Vice Presidency (INT)
The World Bank

1:00 Luncheon for Attendees and Speakers

2:15 Preventing Third-Party Misconduct: Auditing and Monitoring Strategies Based on Type of Risk and Third Party

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

Herb Wilgis
Director of Compliance Programs
Microsoft

George Martin
Partner
Faegre & Benson

Lynn A. Neils – Panel Moderator
Partner
Mayer Brown LLP

• Defining third party relationships and  how  to base degree and approach of due diligence
• and monitoring on type of third party
  • Agents
  • Sales, licensing and other representatives
  • Distributors/Resellers
  • Vendors
  • Suppliers
  • Brokers
  • Freights forwarders
  • Marketing and other “consultants”
• How to establish levels of risk exposure and category types for all intermediaries overseas
• Red flags you need to know for each category of third party
• Considering the type of third party when developing management and oversight strategies and establishing defined levels of diligence and monitoring
• How to train your distributors and third party agents on compliance monitoring

3:30 Refreshment Break

3:45 The Mechanics of a Foreign Bribery Investigation: What to do When Your Company is Under Investigation by a Foreign Government

Jeffrey Spalding
Assistant General Counsel for Ethics
Halliburton

Charlie Monteith
Counsel
White & Case LLP (London)

Maximilian Müller
Prof. Dr. Müller & Koll (Munich)

Martin Weinstein – Panel Moderator
Partner
Willkie Farr & Gallagher LLP

• How US government investigations can trigger foreign government investigations and vice versa
• Contrasting foreign government and US government investigations – what are the major differences and organizing your response accordingly
• How does a company know it’s being investigated by foreign government authorities
• Communicating with foreign government authorities – balancing cooperation with an effective defense
• Responding to document and other requests from foreign governments
• Ensuring the confidentiality of the case
• Balancing the protection of employees in the respective jurisdiction with your legal obligations
• Working effectively with HQ legal counsel in case of potential FCPA investigation
• When is self disclosure advisable in foreign jurisdictions?

5:00 FCPA Trial Tactics and Techniques: How to Effectively Defend Individuals Against Bribery Allegations

Jeffrey A. Goldberg
Senior Trial Attorney
U.S. Department of Justice

David S. Krakoff
Partner
Buckley Sandler LLP

• Minimizing downstream litigation exposure arising out of enforcement actions against individuals
• Understanding when the circumstances are ripe for seeking separate counsel for individuals
• Properly defining the scope of and responding to access to records challenges
• Discussing jury instruction on knowledge and intent
• Collecting your evidence – how do you prove an executive operated in good faith
• Advice of counsel defense versus good faith belief defense
• Overall defense of reliance – cases in which you can rely upon compliance personnel and therefore

5:45 Co-Chairs’ Closing Remarks and Conference Ends