National Institute on International Regulation and...

October 1 –3, 2014Renaissance Mayflower Hotel1127 Connecticut Ave. NWWashington, DC

National Institute on International Regulation and Compliance:FCPA, Economic Sanctions and Export Controls

342248 ABA NEW CEN4FCP_brochure.indd 1 8/18/14 8:57 AM

FCPA, Economic Sanctions and Export Controls

October 1 –3, 2014 | Renaissance Mayflower Hotel | Washington, DC

Presented byCriminal Justice SectionCriminal Justice Section’s Global Anti-Corruption Committee Business Law SectionSection of International Law

For the first time ever, the American Bar Association is putting together a comprehensive program on the Foreign Corrupt Practices Act, economic sanctions, and export controls. The ABA National Institute on International Regulation and Compliance is a three-day program that will tackle some of the most pressing challenges in cross-border regulations for in-house and outside business and transactional lawyers, litigators, investigators, compliance professionals, and forensic examiners. The program is hosted by the Criminal Justice Section and the Criminal Justice Section’s Global Anti-Corruption Committee, and co-sponsored by the Business Law Section and Section of International Law. Attracting many of the country’s foremost thought leaders and practitioners and drawing from the membership of all three Sections, the Institute consists of 15 sessions and is anchored by an exceptionally strong faculty of more than 60 subject-matter experts. In addition, the Institute benefits from the participation of a cross-section of government and former govern-ment lawyers, who are important contributors to the Institute’s program content.

So come be a part of an important, cutting-edge conference with many benefits, including:• Fair and balanced program content targeted at both experienced and transitioning

professionals in different legal fields• Meeting your CLE and legal ethics requirements• Increased networking opportunities

For the best value, join an ABA Section.

ABA CLE National Institutes bring you face to face with nationally recognized experts on substantive topics — often while fulfilling most of your annual CLE requirements.

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Fees do not include travel or lodging.

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$1025

$515

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$1,255

$1095

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Earn up to 17.0 CLE Credits

Visit www.shopaba.org/2014regulation to register.


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www.ambar.org/join *Planning Committee *Special Advisor to Planning Committee Faculty subject to change without notice.

Sergio AcostaPartnerHinshaw & Culbertson LLPChicago, IL

Kathryn Cameron AtkinsonMemberMiller & Chevalier CharteredWashington, DC

Christopher M. BarbutoPartnerSidley Austin LLPNew York, NY

Christopher J. Bellini* PartnerFried, Frank, Harris, Shriver & Jacobson LLPWashington, DC

Paul R. BergerPartnerDebevoise & Plimpton LLPWashington, DC

John W. BoscariolPartnerMcCarthy Tetrault LLPToronto, Ontario, Canada

Kara N. Brockmeyer (Invited)Chief, FCPA Unit Division of EnforcementU.S. Securities and Exchange CommissionWashington, DC

John D. BurettaPartnerCravath, Swaine & Moore LLPNew York, NY

Jean Chow-CallamSenior Managing DirectorFTI Consulting LLCCentral, Hong Kong

Jeannette L. Chu*Director Export Control ServicesPricewaterhouseCoopers LLPMcLean, VA

Peter B. Clark* PartnerCadwalader, Wickersham & Taft LLPWashington, DC

Prof. George M. CohenBrokaw Professor of Corporate LawUniversity of Virginia School of LawCharlottesville, VA

Colleen A. ConryPartnerRopes & Gray LLPWashington, DC

Pascale Helene DuboisChief Suspension and Debarment OfficerThe World BankWashington, DC

Charles E. DurossPartnerMorrison Foerster LLPWashington, DC

Gregory Esslinger*Head of Corporate Investigations and Legal Technologies BusinessesControl Risks Group LLCWashington, DC

Jamison FirestoneManaging PartnerFD Advisory LLPLondon, UK

Prof. Brandon L. GarrettRoy L. and Rosamond Woodruff Morgan Professor of LawUniversity of Virginia School of LawCharlottesville, VA

Mary GerdesSenior CounselBecton Dickinson & CompanyFranklin Lakes, NJ

Aaron GothelfSenior CounselInternational Trade Controls General Electric CompanyChicago, IL

Richard W. GrimePartnerO’Melveny & Myers LLPWashington, DC

Shahir GuindiManaging PartnerOlser, Hoskin & Harcourt LLPMontreal, Quebec, Canada

Benjamin W. Heineman, Jr.Senior FellowBelfer Center for Science and International AffairsHarvard Kennedy School of GovernmentCambridge, MA

Prof. Peter J. HenningProfessor of LawWayne State University Law SchoolDetroit, MI

Eric L. HirschhornUnder Secretary of Commerce for Industry and Security (BIS) Bureau of Industry and SecurityU.S. Department of CommerceWashington, DC

Joshua A. Holzer Chief Compliance Counsel for Global TradePfizer, Inc.New York, NY

Peter JaffeChief Ethics and Compliance Officer The AES CorporationWashington, DC

Faculty

Andrew S. Boutros* Planning Committee ChairAssistant United States Attorney Northern District of IllinoisChicago, ILIn his personal capacity.


Steven JohnstonCrown Attorney Canadian Crown Prosecution Service Economic Crime UnitAlberta JusticeCalgary, Alberta, Canada

Peter JordanDirector Senior International Trade CouncilUnited Technologies CorporationWashington, DC

Prof. Michael KoehlerAssistant Professor of LawSouthern Illinois UniversitySchool of LawCarbondale, IL

Edward J. Krauland*PartnerSteptoe & Johnson LLPWashington, DC

Kevin KurlandDirector Office of Enforcement Analysis Bureau of Industry and SecurityU.S. Department of CommerceWashington, DC

Greta LichtenbaumPartnerO’Melveny & Myers LLPWashington, DC

Peter LichtenbaumPartnerCovington & Burling LLPWashington, DC

Lucinda A. Low* PartnerSteptoe & Johnson LLPWashington, DC

Mario MancusoPartnerFried, Frank, Harris, Shriver & Jacobson LLPWashington, DC

Kevin G. MatthewsAssociate General CounselGE Oil & GasCincinnati, OH

James R. Meehan*PartnerPricewaterhouseCoopers LLPSan Francisco, CA

Mark F. MendelsohnPartnerPaul, Weiss, Rifkind, Wharton & Garrison LLPWashington, DC

David W. MillsAssistant Secretary for Export Enforcement Bureau of Industry and SecurityU.S. Department of CommerceWashington, DC

Susan MinCounselGoldman SachsNew York, NY

Homer E. Moyer, Jr.MemberMiller & Chevalier CharteredWashington, DC

Danforth NewcombOf CounselShearman & Sterling LLPNew York, NY

Brian C. OngSenior Managing DirectorFTI Consulting, Inc.New York, NY

Michael R. Pace* Senior Managing DirectorFTI Consulting, Inc.Chicago, IL

Steven W. PelakPartnerHolland & Hart LLPWashington, DC

Meredith Rathbone*PartnerSteptoe & Johnson LLPWashington, DC

Mikhail Reider-Gordon* DirectorNavigant Consulting, Inc.Los Angeles, CA

John B. Reynolds IIIPartnerDavis Polk & Wardell LLPWashington, DC

Vivian Robinson PartnerMcGuire Woods LLPLondon, England

Julia Court RyanSenior Counsel Global Trade ComplianceRaytheon CompanyWashington, DC

Cheryl J. ScarboroPartnerSimpson Thacher & Bartlett LLPWashington, DC

James D. Slear*PartnerThompson Coburn LLPWashington, DC

Bradley Smith Chief Counsel, Foreign Assets ControlU.S. Department of TreasuryWashington, DC

Mary C. SpearingPartnerBaker Botts LLPWashington, DC

Patrick Stokes Chief, FCPA Unit Fraud SectionU.S. Department of JusticeWashington, DC

David M. StuartPartnerCravath, Swaine & Moore LLPNew York, NY

Sean M. ThorntonPartnerSkadden, Arps, Slate, Meagher & Flom LLPWashington, DC

Dale C. TurzaPartnerCadwalader, Wickersham & Taft LLPWashington, DC

Philip L. UrofskyPartnerShearman & Sterling LLPWashington, DC

F. Joseph WarinPartnerGibson, Dunn & Crutcher LLPWashington, DC

Martin J. WeinsteinPartnerWillkie Farr & Gallagher LLPWashington, DC

Steven WitzelPartnerFried, Frank, Harris, Shriver & Jacobson LLPNew York, NY

Faculty subject to change without notice.

Faculty

*Planning Committee *Special Advisor to Planning Committee


Agenda subject to change without notice.

Agenda | Day 1: Wednesday, October 1, 2014

8:30 a.m. Registration

10:00 a.m. Opening Keynote Address—Eric L. Hirschhorn, Under Secretary of Commerce for Industry and Security (BIS), Bureau of Industry and Security, U.S. Department of Commerce, Washington, DC

11:00 a.m. Export Controls for Transactional, Business, and Other Lawyers Panelists: Steven W. Pelak, Meredith Rathbone, Julia Court Ryan Moderator: Jeannette L. Chu The United States’ two principal export control regimes are: (1) the International

Traffic in Arms Regulations (“ITAR”), administered by the Directorate of Defense Trade Controls in the Department of State, which regulates the export and import of defense-related articles, technology, and services; and (2) the Export Administration Regulations (“EAR”), administered by the Bureau of Industry and Security of the Department of Commerce, which regulates “dual use” goods and technology. This panel will provide an overview of these two regimes.

Topics to be covered: • Practical overview of the ITAR and EAR• Update on the President’s Export Control Reform (ECR) Initiative, including

implications for licensing, compliance, and enforcement• The Obama Administration’s enforcement priorities, including cyber incidents,

outsourcing, individual liability, and non-U.S. targets• The need for effective compliance programs as a means to reduce liability

12:15 p.m. Break and Brown Bag Lunch (Included)

12:45 p.m. FCPA for Transactional, Business, and Other Lawyers Panelists: Sergio Acosta, Prof. Michael Koehler, Brian C. Ong, Steven Witzel Moderator: Kathryn Cameron Atkinson The FCPA makes it unlawful for qualifying persons or entities to make a corrupt

payment to a foreign official for the purpose of obtaining or retaining business. This panel will provide an overview of the FCPA and other related topics.

Topics to be covered: • Practical overview of the FCPA • FCPA implications in business transactions• Unraveling effective FCPA due diligence• Demystifying effective compliance programs• Recognizing corporate exposure to parallel proceedings and follow-on litigation• Overview of other intersecting laws, such as the Travel Act and money laundering

statutes

2:00 p.m. Break

2:15 p.m. Economic Sanctions for Transactional, Business, and Other Lawyers Panelists: Mary L. Gerdes, Joshua H. Holzer, Peter Lichtenbaum, Dale C. Turza Moderator: Sean M. Thornton The Office of Foreign Assets Control (OFAC) is the principal U.S. government

agency that administers and enforces economic and trade sanctions against certain countries, regimes, and individuals. Sanctions such as these are imposed for national security, foreign policy, or other reasons and include sanctions against terrorists and narcotics traffickers, among others. This panel will introduce lawyers to the economic sanctions programs of OFAC and other key agencies.

Topics to be covered: • Practical overview of OFAC• Practical overview of the U.S. State Department, New York State Department of

Financial Services, United Nations, and other international economic sanctions-related mandates

• The Obama Administration’s enforcement priorities• Identifying and dissecting common pitfalls and vulnerabilities• Key features of an effective compliance program

3:30 p.m. Break



Agenda | Day 2: Thursday, October 2, 2014

3:45 p.m. Unique Cross-Border Regulatory Challenges for Financial Institutions

Panelists: Prof. Branden L. Garrett, Prof. Peter J. Henning, Danforth Newcomb, Cheryl J. Scarboro, Mary C. Spearing

Moderator: Christopher J. Bellini After the go-go era of the early to mid-2000s, and the financial crisis that ensued,

banks have been the target of intense media, public, and government scrutiny—most of which has been largely negative. This public perception of Wall Street being detached from a culture of fair standards, practices, and behavior has only furthered the call for U.S. authorities to beef up banking enforcement priorities, tighten regulations, close up loopholes, and send a message boom that no one is above the law, whether the banks themselves or the executives who run them. This panel will discuss this general trend together with international foreign policy concerns and related laws that have been reflected in a new heightened environment of enforcement and regulatory scrutiny, with an emphasis on the cross-border regulatory challenges of both domestic and foreign banks.

Topics to be covered: • The Obama Administration’s enforcement priorities, including the increased use

of money laundering statutes• Examination of recent mega enforcement actions and lessons learned• The next shoe to drop• The silver lining in the sky

5:30 p.m.– Reception 7:00 p.m.


8:00 a.m. Registration

8:30 a.m. Welcoming Remarks

8:45 a.m. DOJ-SEC FCPA Enforcement Update: Trends and Significant Developments

Panelists: Kara N. Brockmeyer, Patrick Stokes Moderator: Peter B. Clark Enforcing the FCPA continues to be a high priority for both the DOJ and SEC. With

a new DOJ FCPA Chief at the helm and continued active DOJ and SEC units, this panel will discuss the government’s latest enforcement priorities, trends, views, and developments.

10:00 a.m. Break

10:30 a.m. Regulatory Pitfalls in M&A and Other Cross-Border Business Activities

Panelists: Christopher M. Barbuto, Paul R. Berger, John W. Boscariol, Shahir Guindi, Kevin G. Matthews

Moderator: David M. Stuart International mergers and acquisitions present unique risk factors arising out of

the coordinated and aggressive enforcement of multiple regulations governing international business. These frameworks include anti-bribery laws, import/export controls, trade sanctions, and anti-money laundering regulations. Related risks affect transaction certainty and the ownership and operation of acquired businesses and joint ventures.

Topics to be covered: • Principal regulatory risks that counsel and their clients must consider in cross-

border transactions• Processes for effectively and efficiently investigating and analyzing such risks






• Strategies for mitigating risk factors both before and after the international transaction’s closing

• Importance of due diligence and representations and warranties• Tension between deal counsel and specialty counsel in managing and assessing

cross-border regulatory risks

12:00 p.m. Luncheon Keynote Speaker: Benjamin W. Heineman, Jr. Senior Fellow, Belfer Center for Science and International Affairs, Harvard’s Kennedy

School of Government

1:30 p.m. Collateral Damage from U.S. Enforcement Actions: Follow-on Civil Litigation and “Carbon Copy” Enforcement Actions

Panelists: John D. Buretta, Mark F. Mendelsohn, Philip L. Urofsky, F. Joseph Warin, Martin J. Weinstein Moderator: Andrew S. Boutros It is now routine for private lawsuits to be filed immediately upon a company’s announce-

ment that it is under investigation for—or has resolved allegations of—FCPA wrongdoing. But, gone are the days of private serial actions being limited to FCPA infractions; these suits are now successively or contemporaneously filed with public news of other kinds of regulatory offenses. In fact, follow-on or parallel civil litigation related to government enforcement actions can include suits by competitors, victims, sovereigns, and sharehold-ers. In the cases of competitors and victims, litigants have pursued theories of RICO, conspiracy, fraud, antitrust, and even state unfair competition claims, among others. Foreign sovereigns have filed “carbon copy” criminal actions predicated on the same course of conduct that another sovereign has already punished first. And shareholders and the plaintiffs’ bar have been acting with lightning speed in filing breach of fiduciary duty actions, shareholder derivative suits, and 10b-5 stock drop class actions.

Topics to be covered:• Survey of types of regulatory violations giving rise to securities suits and other

civil filings• Key considerations for reducing corporate vulnerabilities to follow-on litigation • Successful defenses and strategies for follow-on actions• Real-world examples of litigation strategies that have worked and failed• Explanation and examination of a sovereign’s use of carbon copy prosecutions

2:45 p.m. Break

3:00 p.m. Advanced Topics in Export Control Compliance and Enforcement Panelists: Peter Jordan, Edward J. Krauland, Kevin J. Kurland Moderator: Aaron Gothelf It would be a mistake to think that the United States government is not actively

enforcing its two principal export control regimes, the ITAR and the EAR. In fact, in recent years, the government has shown that it is willing, ready, and able to flex its export control muscles to send strong messages of general and specific deterrence. Any international lawyer, compliance officer, or deals attorney who works on matters involving sensitive goods, technology, and services should be aware of the current export control enforcement and compliance environments.

Topics to be covered: • Understanding transition rules for licensing and enforcement under the

President’s Export Control Reform• Living with Special Compliance Officers; challenges and expectations for compliance• Application of export control rules in the IT world, including cloud computing, cyber

security, and parallel Department of Defense requirements• Risks associated with third-country diversion and effective ways to protect

company interests from those risks• Best practices for dealing with violations, including internal investigations and

disclosures• New Russian sanctions from the BIS Perspective

4:15 p.m. Break




4:30 p.m. Technology Meets the FCPA (Break-out Session I) Panelists: Charles E. Duross, Peter Jaffe, James R. Meehan, Homer E. Moyer, Jr. Moderator: Gregory Esslinger Leveraging technology in managing international business risks is a quickly-

evolving area of focus. This program will explore how counsel and companies currently use technology solutions to address risk and issues that arise under the FCPA and related bribery laws. The panel will include counsel and consultants who have experienced the benefits and challenges of relying on technology in corruption and risk-based analysis, but will not involve the marketing or promotion of a specific software or product.

Topics to be covered: • Compliance and third party due diligence: Is technology the best way to

manage effectively a risk-based approach to compliance for large (or even small) global organizations?

• eDiscovery and email reviews in investigations: What are the challenges and key considerations as counsel and clients embark on the global collection of key investigative material?

• Data analytics and financial investigations: How can technology be used to draw meaningful conclusions when scrutinized activities involve enormous volumes of transactional data over several years?

The Rise of Foreign and Other Enforcement Actions (Break-out Session II) Panelists: Pascale Helene Dubois, Jamison Firestone, Steven Johnston, Vivian Robinson Moderator: Mikhail Reider-Gordon Efforts to combat bribery are becoming increasingly globalized, with growing

participation by non-U.S. jurisdictions, including international organizations like the World Bank as well as national governments in countries such as Russia, Brazil, Australia, Canada, and the U.K. As these non-U.S. jurisdictions have promulgated new or revived old anti-bribery provisions, the number of corruption investigations and enforcement actions launched by regulators in other countries, particularly against multinational companies, has witnessed a marked increase in the last couple of years. Many countries as well as institutions such as the multilateral investment banks have begun to bring their own enforcement actions, rather than simply bringing “carbon copy” or follow-on prosecutions to U.S. actions. Many of the newest anti-bribery laws being passed imposing criminal liability on corporations also feature more stringent conditions than the FCPA. Several of these new laws and sanctions regimes also are not in harmony, creating a challenging compliance environment. As adoption of the OECD Convention continues to expand the anti-corruption regime, will the U.S. and its FCPA enforcement efforts soon just be one of many? This panel will discuss recent developments in other countries, as well as in international organizations, and examine their impact on U.S. efforts and companies.

Topics to be covered: • Recent anti-bribery laws in other countries, such as Brazil, Canada, Russia, and

the U.K.• Recent enforcement actions in other countries impacting U.S. companies• Recent World Bank developments, priorities, and enforcement actions• Developing case law in other countries involving anti-corruption• Best practices for doing business in an increasingly globalized anti-corruption

world

5:45 p.m.– Reception 7:00 p.m.


Agenda | Day 2: Thursday, October 2, 2014 Agenda | Day 3: Friday, October 3, 2014


Ethics Credit

9:00 a.m. Advanced Topic in Economic Sanctions Compliance and Enforcement Panelists: Greta Lichtenbaum, Mario Mancuso, John B. Reynolds, III,

Bradley Smith Moderator: James D. Slear Economic sanctions have evolved into a tool of economic warfare in which

corporations engaged in international business can find themselves on the front lines, on the opposing front, or caught in the middle. As the political and economic stakes grow, the compliance risks continue to escalate with massive penalty exposure and an increasing number of regulators in the U.S. and abroad. Enforcement actions routinely make clear that companies engaging in any international business and their legal counsel cannot afford to operate without a solid grasp of economic sanctions and related compliance obligations.

Topics to be covered: • Current developments and anticipated changes in economic sanctions• Application of OFAC’s 50% ownership rule and the role of “control”• State regulatory enforcement concerns arising from NY Department of Financial

Services activity• Pitfalls while conducting business under OFAC general licenses• Key differences in U.S., E.U., and Canadian sanctions programs• Canadian and E.U. “blocking” laws

10:15 a.m. Break

10:30 a.m. Ethics Lecture—Satisfies State Bar Legal Ethics CLE Requirement Special Lecturer: Prof. George M. Cohen Lawyers engaged in international business practice face a host of ethical

issues. Many of these issues are common to all business lawyers, but some are unique to lawyers in international practice. This session will provide an overview of some of the key ethical problems faced by international business lawyers, focusing on recent developments.

Topics to be covered:• Model Rule 1.13 and the Sarbanes-Oxley lawyer rules• Ethical issues in internal investigations• ABA Formal Opinion 463: Client Due Diligence, Money Laundering, and Terror

Financing• Ethics 2020 revisions to Model Rules 1.1 (new comments on retaining or

contracting with lawyers outside the firm) and 5.5(d) (multijurisdictional practice by “foreign lawyers”)

11:45 a.m. Break and Brown Bag Lunch (Included)

12:30 p.m. Regulatory Challenges in China: The FCPA and Beyond Panelists: Jean Chow-Callam, Colleen A. Conry, Richard W. Grime, Susan Min Moderator: Lucinda A. Low In the last several years, China has seen a substantial rise in domestic regulatory

enforcement activity across key industry sectors in the areas of anti-bribery, competition/antitrust, and censorship. Although for years regulators from other countries have been investigating conduct of Western multinationals in China, for the first time in recent memory, Chinese regulators and enforcement agencies are very intentionally and publicly targeting domestic and foreign companies and executives pursuant to China’s own state powers. This rise in enforcement poses significant risk to U.S. and other Western multinationals, and, in certain circumstances, can threaten a company’s entire operations in China, as well as the liberty and pocketbooks of executives and managers. Adding to the mix, regulators from other countries are keenly interested in the work (and findings) of Chinese enforcement authorities.

Topics to be covered: • Reasons for, and factors driving, stepped up Chinese enforcement• Trends and examples in China’s increased enforcement in anti-corruption,

competition, and censorship• Review of new initiatives, regulations, and rules by Chinese government regulators• Elements of typical enforcement actions by key Chinese regulators, including the

PSB, AIC, SIPO, and NDRC

2:00 p.m. Adjourn


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Breakout Sessions Please select one breakout session.Thursday, October 2, 2014 – 4:30 p.m. q Technology Meets the FCPA – Breakout Session I q The Rise of Foreign and Other Enforcement Actions – Breakout Session II

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