Overview
Scrutiny from the Department of Justice, state and local prosecutors and whistleblowers for ineffective compliance programs and outright criminal wrongdoing can create significant risk for corporations, officers and directors, and even junior employees. Such exposure can lead to criminal prosecution, financial jeopardy, exclusion or debarment from government programs and contracts, reputational damage, and civil litigation. Indeed, the reputational harm of a mere allegation of misconduct can be significant, and the subsequent criminal and civil consequences for corporations and individual officers and directors can be severe.
Our multidisciplinary team offers a distinct combination of skills—first-class legal experience, direct experience implementing effective compliance programs, and hands-on involvement with high-profile investigations and prosecutions and their myriad political and legal implications.
Companies and their executives regularly call on us to represent them in complex criminal, False Claims Act, regulatory, compliance and congressional matters, as well as in the civil litigation that often accompanies such inquiries. When corporate risk demands proactive and effective compliance regimes or independent and objective investigation, our team effectively addresses root causes and program weaknesses, and provides recommendations for further response, reporting or remediation.
Our experience
Our team members have had extensive service as federal and state attorneys and prosecutors, regulatory defense attorneys, and dedicated investigative lawyers, as well as regulators. Importantly, we have deep industry-specific knowledge with substantial experience serving clients in the health care, pharmaceuticals, banking and finance, and media and entertainment industries.
Our difference
We advise clients, intimately understanding the various agendas of internal and external stakeholders. The clarity of our team’s vision, as the result of our collective experience, enables us to recognize, configure and implement customized solutions to satisfy the requirements of our clients, safeguard against misconduct, limit their exposure, and protect their financial and reputational interests. Where possible, we try to resolve disputes without indictment or agency action, seeking either a declination of government action or a favorable resolution. If, however, dispute representation is required, our team—which includes many former prosecutors—represents clients at the trial stage and beyond. We are zealous courtroom advocates, not afraid to try cases that should be tried—and prosecutors and regulators know that.
Investigations and strategic response
Whether an investigation is focused on an individual or the corporation, our team employs guiding principles to control the situation, re-establish trust with external stakeholders and protect against future liability. We advise clients on internal, congressional, federal agency and special purpose commission investigations. If problems are uncovered, we perform investigations efficiently and effectively, and then help clients determine whether and how to present the findings to the government, including navigating the difficult issues of voluntary disclosure, privilege and employee indemnification.
Further, we understand the public nature of an investigation and work to ensure that our clients’ response is appropriate and expeditious. We have advised on numerous complex crisis matters and ensured that the organizations prepared for, responded to and successfully emerged from the events.
Corporate compliance and due diligence
Each organization faces unique regulatory and compliance challenges, and the specific requirements of effective regulatory compliance may vary. With our combination of business and prosecutorial experience, we can help clients avoid problems in the first place by working with them to develop corporate compliance programs. We advise our clients on how to operationalize compliance and governance activities throughout the organization, and how to reimagine their approach to compliance in order to drive improved operational performance and enhance results.
We’ve designed Foreign Corrupt Practices Act and anticorruption compliance programs for companies of all sizes conducting business abroad. Our lawyers routinely help clients conduct corruption due diligence on potential acquisition targets. Through our involvement, we have alerted clients to a deal’s hidden costs and helped them avoid a likely enforcement action had the deal proceeded without that knowledge.
Monitorships
Our previous collective service as monitors and legal counsel to monitors—as well as board directors and outside counsel working with companies under monitorship—translates into an ability to advise clients with an embedded understanding of how to proceed and successfully navigate the agendas of the multiple other stakeholders involved in the monitorship process. To meet this challenge, we evaluate, develop, assess and implement specialized compliance programs to respond to monitorships and other regulator-imposed compliance regimes, serving as either the government-imposed monitor, supporting counsel and advisors to the monitor, or counsel to corporations under monitorship or other regulatory-imposed compliance regimes.
Who we work with
We work in industries as diverse as:
- Financial services, securities and fintech
- Health care, life sciences and pharmaceuticals
- Media, entertainment and sports
- Data security
- Technology
- Consumer goods and services
- Government contracting
- Academic institutions
What we do
- Represent corporations and their executive officers in criminal investigations and prosecutions
- Defend corporations in civil government cases, including with respect to securities enforcement and False Claims Act cases
- Advise on and respond to congressional investigations
- Conduct internal investigations and counsel clients on the difficult issues of voluntary disclosure, obtaining maximum cooperation credit, privilege and employee indemnification
- Design, advise and assist in the implementation of compliance programs, including specialized programs to respond to monitorships and other regulator-imposed compliance regimes
- Advise on strategic response and crisis management
- Conduct due diligence on potential acquisition targets
- Evaluate and enhance ethics and code of business programs
Experience
- A multinational company in a corruption investigation involving the president of an African country.
- A pharmaceutical company in an investigation for FCPA violations in multiple countries.
- Officers of a multinational oil drilling corporation in DOJ and SEC investigations into FCPA violations. No charges were brought.
- Pharmaceutical executives under investigation by federal prosecutors in multiple jurisdictions regarding alleged off-label promotion. The investigation resulted in no charges against the executives we represented.
- A major pharmaceutical company in an SEC investigation alleging channel stuffing and resulting in no charges being brought.
- The former director of the liver transplant program at St. Vincent Medical Center in California, in a criminal case where our client and several of its doctors and nurses were accused of conspiring to accept a liver on behalf of one patient with the intention of transplanting it in another patient. Following a three-week jury trial, and after less than a day of deliberations, the jury acquitted our client on all counts.
- The CEO of a publicly traded real estate company on stock fraud charges. After a four-month trial in Manhattan federal court, our client was acquitted of all charges.
- Private bank executives in an SEC investigation relating to investment advisory services. No charges were brought against the executives.
- The CEO of a health insurer in a New York State Attorney General investigation that resulted in no charges being brought against the CEO.
- The CFO of a New York City contractor in an investigation by the Manhattan District Attorney's office and the New York State Department of Taxation and Finance that resulted in no charges being brought against the CFO.
- A financial institution in a New York State Attorney General investigation into alleged fraudulent practices. We convinced the AG's office not to bring any charges against our client.
- A major retailer in a tax fraud investigation by the IRS, ICE and DOJ. No charges were brought.
- An investment firm and a global entertainment company in a FINRA investigation.
Recent internal investigations include:
- A Fortune 500 HMO in an internal investigation relating to potential kickback issues. We proposed various improvements to the company's internal controls and compliance procedures.
- A large health insurer in an internal investigation into allegations of fraud and embezzlement in its Medicare claims department. We conducted an extensive investigation and assisted the client in disclosing the results of the investigation to appropriate law enforcement authorities.
- Two audit committees of financial institutions. The first related to an internal investigation into the activities of its chief marketing officer. We prepared an extensive report and facilitated disclosure of the results to the client's external auditors, the FDIC, the California Department of Financial Institutions and the SEC. The second involved a very sensitive investigation into the activities of a branch manager who was also a member of the bank's founding family. The manager eventually pled guilty to misapplication of bank funds.
- A pharmaceutical company in an internal investigation into its interactions with physicians. We designed a compliance program to address weaknesses in internal controls.
Examples of corporate compliance and due diligence include:
- A multinational company in conducting due diligence into potential FCPA and global anticorruption violations by a target company
- A large pharmaceutical company in conducting M&A due diligence regarding the sales and marketing practices of a target company
- An investment firm in assessing potential FCPA issues in an investment target
Other engagements of our attorneys include the representation of:
- An aluminum manufacturing company and its founder in obtaining a termination letter from the SEC essentially dropping all claims for alleged securities law violations. We were retained in the matter after our client was already subject to a formal SEC investigation, and we counseled the client through the course of the full investigation.
- The former chief of staff to the governor of New York state in response to parallel inquiries by the Albany County District Attorney's Office, New York State Legislature and New York State Commission on Public Integrity into alleged misuse of government resources. No criminal charges were filed, and our client obtained a favorable settlement of ethics charges against him.
- A select committee of the Connecticut General Assembly during the impeachment proceedings against then Governor John G. Rowland. He resigned during the pendency of the inquiry that we led.
- A large health insurer in response to multiple subpoenas issued by the California Attorney General in connection with a wide-ranging investigation of the health insurance industry. As a result of our work, the AG's office appears to have decided not to actively pursue the investigation against our client, even though the investigation our client's competitors continues.
- A federal contractor in a DOD OIG investigation of country of origin.
- A pharmaceutical company in a DOJ and DHS investigation relating to sales and marketing practices and resulting in a deferred prosecution agreement.
- The former general counsel of a failed investment company in an investigation by the U.S. Attorney's Office and the SEC. We convinced the agencies that the client was more valuable as a witness than as a target, thereby helping him avoid criminal charges.
- A major healthcare delivery systems company in a False Claims Act qui tam action. We prevailed on summary judgment.
- A California-based community bank in monitoring a high-profile FCPA prosecution of one of its borrowers, a manufacturing company. Our client has a loan outstanding to the borrower, and we are protecting the bank's interests in connection with the government's attempted forfeiture of assets.
- An investment advisory firm in connection with ongoing inquiries by a variety of federal and state agencies into “pay to play” relating to obtaining investments from public pension funds. We facilitated cooperation by producing documents and making individuals available for witness interviews.
- A pharmaceutical company in a multidefendant False Claims Act qui tam matter in the U.S. District Court for the District of Massachusetts. The plaintiff is a former employee at HCFA (now CMS).
- The former CEO of a publicly traded company through an investigation by federal prosecutors and the SEC into alleged stock option backdating, resulting in a deferred prosecution agreement, and in a parallel civil class action litigation.
- A corporate officer accused of violating the Export Control Act, securing a favorable plea agreement for our client.
- An executive of an international liquor distributor charged with tax crimes, resulting in a sentence of probation.
Related Practices
Anti-Money Laundering, Bank Secrecy Act and Sanctions Enforcement
Antitrust and Competition
Financial Services Litigation and Enforcement
Manatt Financial Services
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