August 25, 2008

Recent DOJ Opinion Highlights FCPA Due Diligence in M&A

Back in June, the Department of Justice published an advisory opinion regarding a US company’s approach to a corporate transaction under the Foreign Corrupt Practices Act. Although the DOJ’s guidance is specific to the facts in the opinion, it is helpful to understand its expectations in the context of a proposed acquisition – the DOJ wants companies to conduct due diligence to ensure against contributing to corrupt activity when entering into transactions, particularly when they are unable to establish that foreign transaction parties are free of corrupt behavior.

Note that in the opinion, the DOJ recognizes that due diligence may be forced to be limited to accommodate the laws of other countries. We have posted memos analyzing the DOJ opinion in our “Due Diligence” Practice Area.