When a company merges with or acquires another company, the successor company risks assuming the predecessor company’s liabilities, including any FCPA violations that occurred prior to the merger.
Entries in FCPA Guide (4)
Several articles over the past few days have reported that the DOJ and SEC are quietly revising A Resource Guide to the FCPA, the joint guidance the agencies issued on November 14, 2012, including one article that suggested these revisions occurred as recently as June of this year (see also here and here). In fact, the more substantive of the changes flagged by these articles were made on or before December 9, 2012, less than 30 days after the release of the Guide, in response to feedback practitioners provided to the agencies.
The Resource Guide to the U.S. Foreign Corrupt Practices Act was published by the Department of Justice and the U.S. Securities and Exchange Commission in November 2012. The Guide, the merits of which have been widely debated on the FCPA Blog, is now the subject of extensive discussion in the second edition of the Cambridge University Press Commentary on the OECD Convention on Bribery.