FCPAméricas Blog

There at the Beginning: Thoughts on the FCPA from the SEC’s Former Chairman (1975-1977)

Author: Matteson Ellis

Roderick M. Hills was Chairman of the U.S. Securities & Exchange Commission (SEC) during 1975-77, a period in which over 400 U.S. companies disclosed that they had made “questionable payments” to foreign officials. As a direct reaction to these disclosures, the U.S. Foreign Corruption Practices Act (FCPA) was enacted some eight months after he left the agency. He remains active today in governance issues as Founder and Chairman of the Hills Program on Governance at the Center for Strategic International Studies.

Recently, Mr. Hills offered his thoughts on the FCPA during a TRACE workshop in Mexico. His words are of interest because he presided over the agency that uncovered the problem for which the FCPA was designed. Based on his presentation, Mr. Hills shared the following insights with FCPAméricas:

The decision to investigate the U.S. companies who were “paying off” foreign officials was something of an accident. In 1974, an FBI agent found that American Airlines had made an illegal political contribution to President Nixon using a “secret” bank account. When SEC enforcement staff looked at ... Read more

The OAS’s Convention Against Corruption: What companies need to know

Author: Matteson Ellis

This week, a Committee of Experts met at the Organization of American States (OAS) in Washington, DC to consider the extent to which certain Latin American countries are complying with the OAS’s Inter-American Convention against Corruption (IACAC). Among other things, they discussed the responsibility of the private sector in the fight against corruption. What do FCPA compliance officers need to know about the IACAC?

It Is More Than Just a Treaty. The IACAC is a treaty, and a very important one in the world of anti-corruption. It has the great distinction of being the world’s first international legal instrument to deal with cross-border corruption. It was adopted on March 29, 1996, and entered into force a year later. It has more than thirty member states throughout the Americas.

Perhaps more importantly, the instrument has a peer review body too, called MESICIC, ... Read more

A Company’s Key Players in FCPA Compliance

Author: Matteson Ellis

A survey conducted by the Society of Corporate Compliance and Ethics (SCCE) and discussed in a recent International Business Times article finds that compliance and ethics professionals are overwhelmingly opposed to a company’s corporate counsel serving as its compliance officer – 88% reject the notion. Why? Respondents state that each position is a full time job and requires different responsibilities. Some compliance officers have also been known to say that they have concerns with the risk of being “captured,” i.e., becoming overly aligned with the sales/deal-making side of the business, at the expense of liability and reputational concerns.

The reality is that, even if the Corporate Counsel and Chief Compliance Officer roles are separated, each will still need to work closely with the other on FCPA issues. In fact, many personnel and offices within a company have essential and distinct roles to play in managing FCPA risks and complying with the law. The following is a selection of departments and individuals whose active participation is instrume... Read more


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