Anti − Corruption - C5

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Anti − Corruption - C5

Up to

20.0CPD

Business Information

In A Global Context

Gain Regulatory and

Enforcement Insights from:

William Stuckwisch

Assistant Chief - FCPA Unit

Criminal Division

Fraud Section

US Department of Justice

Lionel Benaiche

Magistrate

Secretary General

Ministry of Justice (France)

Yves Charpenel

Avocat Général

Cour de Justice de la

République (France)

Tracy L. Price

Assistant Director

FCPA Unit

U.S. Securities & Exchange

Commission

Laura Pedio

Prosecutor of the Republic

Public Prosecutor’s Offices

Tribunal of Milan (Italy)

Vladimir Jízdný

Specialist officer - Criminal

Finances & Technology Unit

EUROPOL

Emmanuel Jolivet

General Counsel

Secretariat of the ICC

International Court

of Arbitration

Get the Latest

Practical Insights on

Anti-Corruption Compliance

Solutions from over 30 Top

French and International Experts

C5’s 4 th Paris Edition on

Anti

Corruption

Detecting and Minimising Your Company’s Corruption and

Bribery Risks in the Face of Increasing International Enforcement

19 th & 20 th October 2011 • Crowne Plaza Paris-Republique • Paris, France

Benchmark your compliance practices with:

Alstom (France)

AON Ltd (The Netherlands)

BP America (USA)

Bristol-Myers Squibb (France)

Danone (France)

Senior In-House Counsel, Compliance Officers, Lawyers and Government

Officials will provide the latest insights on:

• NEW: The UK Bribery Act: Assessing the Act and its guidance while addressing

key extraterritoriality questions

• NEW: Contrasting UK Bribery Act with US FCPA Requirements: How to Meet

“Adequate Procedures” for Compliance in Europe

• NEW: Detecting and minimising civil and criminal liability exposure for directors,

CEOs and senior officers

• Determining what level of due diligence is required to uncover potential liabilities

with third parties

• NEW ROUNDTABLE SESSION: Leading multinational company compliance

executives debate new solutions for implementing and maintaining robust

compliance programmes

• Managing conflicts arising from multiple and global investigations and achieving

negotiated settlements

• NEW: Impact of allegations of corruption and bribery during arbitration proceedings:

How will the allegations affect the outcome?

Associate Sponsors:

GE (France)

Halliburton (USA)

KBR Inc. (USA)

Nestle S.A. (Switzerland)

Panalpina Management Ltd

(Switzerland)

Siemens AG (Germany)

Siemens SAS (France)

Thales Group (France)

Ipsen (France)

Francois Vincke

Head of the ICC

Anti-Corruption

Working Group

International Chamber

of Commerce

Luncheon Sponsor and Host:

Media Partners:

11

To register call +44 (0) 20 7878 6888 or register online at www.C5-Online.com/ACParis


“France, Thales to pay record bribes fine”

– Reuters, Friday 10 June 2011

On Thursday 9 June 2011 a French court ruled that Thales and the French government together

must pay a record fine of €630 million for bribes paid in the 1991 sale of frigates to Taiwan.

Examining this latest anti-corruption enforcement case along with those of fellow French

companies Technip, Alstom and Total it’s easy to see that French and European companies

doing global business or investments, listed on foreign stock exchanges or with links to foreign

companies, face innumerable complex anti-corruption compliance challenges. This increased

pressure from European enforcement agencies means that local and foreign companies operating

across Europe must be more diligent than ever to minimize their corruption and bribery risks

when contracting and conducting international trade.

Meanwhile, anti-corruption and bribery enforcement under the US Foreign Corrupt Practices Act

(FCPA) continues unabated with no industry, company or individual escaping regulators’ notice.

Whilst the FCPA remains a critical standard by which to develop compliance programmes, the

implementation of the UK Bribery Act on 1 July 2011 will create further compliance challenges

with its own criteria for extraterritorial reach as well as the ambiguous requirements for “adequate

procedures” and the enforcement against “passive” as well as “active” bribery.

Now is the time for international companies across all sectors to re-assess and update their

compliance programmes to account for these new regulatory and enforcement developments and

to demonstrate a continuing commitment to anti-corruption compliance thus avoiding potential

civil liability and in some cases, jail terms for senior company officials.

C5’s 4 th European Forum on Anti-Corruption, The Paris Edition once again brings together

a leading faculty of government officials, experienced in-house and private practice lawyers

and compliance executives who will provide the latest strategies to facilitate compliance with

anti-corruption laws and mitigate damages should a violation occur. This is an outstanding career,

business networking and information sharing opportunity.

The new agenda, fully updated for 2011, will include the latest on:

• Understanding the current position of the French government on anti-corruption compliance

and enforcement and what this could mean for your business

• The New UK Bribery Act: How will your company be affected?

• Cross Industry Roundtable: New best practices for combining UK Bribery Act, FCPA

and the latest European regulations into your compliance programme

• Incorporating French and European anti-corruption legislative requirements into your

compliance programme

• Examining the potential range of civil and criminal liability for individuals vs. their companies

when a violation is uncovered

• Effective strategies for implementing user-friendly whistleblowing policies within

your organization

• Best practices for detecting compliance risks during due diligence investigations into new

and existing business partners and clients

Corruption and bribery allegations during arbitrations: How will they affect the outcome?

Une traduction simultanée — français-anglais et anglais-français — est disponible pour toutes

les présentations

Pre-Conference Interactive Workshop: Tuesday 18 October 2011

A – “ Fundamentals of Anti-Corruption Compliance: Intersection and Interaction between

the Foreign Corrupt Practices Act (FCPA) and the UK Bribery Act”

AND

Post Conference Workshops: Thursday 21 October 2011

B – Preserving Business Relationships and Tailoring Compliance Policies to Suit New

Anti-Corruption Compliance Challenges in China

C – “ Overcoming Anti-Corruption Compliance Challenges in the Upstream Oil & Gas Industry:

Defining and Executing Systematic Risk-Based Third Party Due Diligence”

Participants will receive a CD-Rom containing a comprehensive set of materials prepared by

the speakers specifically for this event. These are invaluable reference materials which you will

use again and again, long after the conference is over.

Take this opportunity to network with industry peers and colleagues who share your concerns on

19 – 20 October 2011. Reserve your place now by calling +44 (0) 20 7878 6888 or faxing your

registration form to +44 (0) 20 7878 6885 or registering online at www.C5-Online.com/ACParis.

“The US Department

of Justice and Securities

and Exchange Commission

received a record $1.8bn

(£1.1bn) in fines for

bribery and corruption

in 2010, compared with

$641m in 2009, according

to Kroll.”

– Financial Times

Friday, 1 July 2011

A Must-Attend Event for:

• General Counsel

• International Counsel

• Trade Counsel

• Ethics and Compliance Officers

• Vice Presidents and Directors of

− Global Compliance

− Corporate Compliance

& Policies

− Integrity

− Business Conduct

& Investigations

− Sustainable Development

− Corporate Responsibility

− International Trade

Compliance

− Contracts

− Internal/Corporate Audit

− Legal Affairs

− Regulatory & Government

Affairs

• International Contract Managers

• Private Practice Lawyers

specializing in:

− International Trade

− Corporate Compliance

& Governance

− White Collar Crime

− Investigations

− International Commercial

Transactions

− Joint Ventures

• Accounting & Consultancy Firms

− Investigations & Forensic

− Transactions


Pre-Conference: Tuesday 18 October 2011

Interactive Workshop A: 1:00 – 4:30 pm

Agenda-at-a-Glance

Fundamentals of Anti-Corruption Compliance: Intersection and Interaction Between the Foreign Corrupt Practices

Act (FCPA) and the UK Bribery Act

Post-Conference: Friday 21 October 2011

Interactive Workshop B: 9:30 – 12:30 pm

Preserving Business Relationships and Tailoring Compliance Policies to Suit New Anti-Corruption Compliance

Challenges in China

Interactive Workshop C: 1:00 – 4:30 pm

Overcoming Anti-Corruption Compliance Challenges in the Upstream Oil & Gas Industry: Defining and Executing

Systematic Risk-Based Third Party Due Diligence

Day 1 - Wednesday 19 October 2011

8:45 Opening Remarks from the Co-Chairs

9:00 Current Status and Latest Initiatives

in Anti-Corruption Legislation and

Enforcement in France

10:15 Preparing for the New UK Bribery Act:

Clarifying the Extraterritorial Reach,

“Adequate Procedures” and the Corporate

Offence of “Failing to Prevent Bribery”

11:15 Morning Refreshments

11:30 Allegations of Corruption and Bribery

During Arbitration Proceedings: How

will the Allegations Affect the Outcome?

12:30 Networking Lunch

2:00 Negotiating Plea Bargaining, Monitors

and Settlements to Minimise Penalties

2:45 Latest Developments in FCPA Enforcement

Across Europe: What is the Focus of the

DOJ and SEC?

3:45 Afternoon Refreshments

4:00 Multijurisdictional Cooperation Between

International Enforcement Authorities

During Investigations, Sanctions

and Prosecutions for Corruption

5:15 Conference Adjourns

Day 2 - Thursday 20 October 2011

8:45 Opening Remarks from the Co-Chairs

9:00 Cross-Industry Roundtable: Senior Compliance

Officers Share Experiences and Ideas for

Implementing and Maintaining Effective

Risk Assessment Practices and Compliance

Programmes

10:30 Morning Refreshments

10:45 Civil and Criminal Liability of Directors, CEOs

and Senior Compliance Officers: What is the

Potential Exposure and How can it be Prevented?

11:30 Overcoming Resistance When Implementing

Whistleblowing Programmes in France

12:00 Networking Lunch

1:00 Fraud Prevention Policies and Framework

and Solutions in Case of Fraud Risk

1:45 Completing Effective Initial and Ongoing

Due Diligence Against Third Parties: Brokers,

Distributors, Freight Forwarders and Joint

Venture Partners

2:45 Afternoon Refreshments

3:00 Overcoming Legal Complexities During

Internal Investigations for Corruption

and Bribery: Data Protection and In-House

Counsel Confidentiality

4:00 Minimising Risks from Offering or Receiving

Gifts, Hospitality, Entertainment, Charitable

Donations and Sponsorship

5:00 Chairs’ Closing Remarks and Conference Ends

To register call +44 (0) 20 7878 6888 OR fax +44 (0) 20 7878 6885

3


Mardi 18 Octobre 2011

Aperçu du Programme de la Conférence

Atelier de travail Interactif A: 13h00 à 16h30

Les principes de base de la conformité anti-corruption: comparaisons et interactions entre le US Foreign Corrupt

Practices Act (FCPA) et le UK Bribery Act

Vendredi 21 Octobre 2011

Atelier B: 9h30 à 12h30

Chine : développement des relations d’affaires et politique de conformité dans le nouvel environnement anti-corruption

Atelier C: 13h00 à 16h30

Les enjeux de la conformité dans l’industrie pétrolière et gazière : définition et mise en œuvre de due diligence à l’égard

des tierces parties.

Mercredi 19 Octobre 2011

Jeudi 20 Octobre 2011

7h45

8h45

9h00

10h15

11h15

11h30

12h45

Accueil café et enregistrement

Allocution d’ouverture par le président

de la conférence

Etat des lieux et initiatives récentes de la

législation anti-corruption et son application

en France [table ronde]

Préparation de l’entrée en vigueur du UK

Bribery Act: clarification des notions de

« procédure adéquate » et « défaut de prévention

de la corruption au sein des entreprises »

Pause-café

L’effet des allégations de corruption

sur l’issue des procédures arbitrales

Déjeuner

14h00 Comment négocier le « plaider coupable »,

les « moniteurs conformité » et les règlements

afin de minimiser les sanctions

14h45

15h45

16h00

17h15

4

Nouveaux développements dans le cadre

de l’application du US FCPA à travers

l’Europe: sur quoi le US DOJ et la US SEC

se focalisent-ils?

Pause rafraîchissement

Coopération multi-juridictionnelle

internationale entre autorités judiciaires

lors des enquêtes, des phases d’accusation

et de condamnation pour corruption

Ajournement de la conférence

To register call +44 (0) 20 7878 6888 OR fax +44 (0) 20 7878 6885

8h45

9h00

10h30

10h45

11h30

12h00

13h00

13h45

14h45

15h00

16h00

17h00

Allocution d’ouverture par le président

de la conférence

Table Ronde: des responsables de la conformité

de plusieurs entreprises partagent leurs

expériences et propositions pour la conception,

l’application et le déploiement de mesures

d’évaluation des risques de corruption

et de programmes de conformité adaptés.

Pause-café

Responsabilité civile et pénale des administrateurs,

des PDG et des responsables de la conformité:

quels risques potentiels et comment les prévenir?

Répondre aux résistances sociales sur la mise en

œuvre d’un dispositif de déclenchement d’alerte

(whistleblowing) en France

Déjeuner

Approches préventives du risque de fraude

et de corruption et modes d’intervention

en cas de soupçon ou de fraude avérée:

du préventif au curatif

Conduire des due diligence préalables et

continues sur les tierces parties tels que les

agents commerciaux, les distributeurs, les

transitaires et partenaires de joint-venture ou

consortium

Pause rafraîchissement

Faire face aux difficultés juridiques lors des

enquêtes internes pour corruption: protection

des données et confidentialité des juristes

d’entreprise

Minimisez vos risques dans le cadre de l’offre

et/ou de l’acceptation de cadeaux, d’invitations,

de divertissements, d’actions caritatives

et de parrainage

Synthèse des travaux et fin de la conférence


PRE-CONFERENCE INTERACTIVE WORKSHOP A:

TUESDAY 18 OCTOBER 2011 | 1:00 – 4:30 PM

Fundamentals of Anti-Corruption Compliance: Intersection and Interaction Between the Foreign

Corrupt Practices Act (FCPA) and the UK Bribery Act

Ross L. Denton, Partner, Baker & McKenzie LLP (UK)

This highly acclaimed pre-conference workshop is designed to provide you with a comprehensive introduction to the UK Bribery Act and FCPA.

Closely following the Act’s implementation, the workshop will also include a fundamental overview of the UK Bribery Act with a focus on how the

UK Bribery Act compares and contrasts with the FCPA. This interactive and practical working session will discuss core issues related to the statute,

focusing on the “nuts and bolts” of both Acts and provide you with the foundation for dealing with day to day compliance issues, including:

• Who is covered by the FCPA?

– What constitutes “instrumentality”

– What constitutes a “government owned entity”

• The 4 new bribery offences: “offering or giving bribes”,

“soliciting or receiving bribes”, “bribing

a foreign public official (FPO)”, “failure to prevent

bribery by a commercial organization”

• Scope and application of general bribery offences/foreign

public officer (FPO) offence

– What/who is covered?

– Acts/omissions taking place in the UK

– Acts/omissions outside the UK but by persons with

a “close connection” to the UK

• Scope and application of corporate offence

– UK corporations and partnerships

– Foreign corporations carrying on business

in the UK

– Extraterritorial reach: persons performing services

for or on behalf of commercial organizations

Corruption risk generators and potential pitfalls

you should be aware of

• Permissable and impermissible payments

– Anything “of value”

– Facilitating payments: limits on “grease”

– Political contributions

– Charitable contributions

• What constitutes activity deemed to “obtain or

retain business”

• Reasonable and bona fide expenses under the statutes

• “Adequate Procedures”

– What are they?

– Are they sufficient to defend companies?

• What triggers government anti-bribery investigations

• Books and records requirements under the FCPA

and UK Bribery Act

• Internal controls of inaccuracies and public disclosure

under the FCPA and the UK Bribery Act

• Fundamentals of an FCPA compliance programme

– What do you need to add into your FCPA

compliance programme to make it compliant

with the UK Bribery Act?

Day 1 – Wednesday 19 October 2011

8:45 Opening Remarks from the Co-Chairs

Jean-Claude Najar

General Counsel France & Senior Counsel Europe

GE (France)

Richard Battaglia

Senior Counsel - Compliance, BP America (USA)

9:00 Current Status and Latest Initiatives

in Anti-Corruption Legislation

and Enforcement in France

Lionel Benaiche

Magistrate, Secretary General

Ministry of Justice (France)

Yves Charpenel

Avocat Général

Cour de Justice de la République (France)

Panel Moderator:

Dominique Lamoureux

Vice President, Ethics and Corporate Responsibility

Thales Group (France)

• What is currently considered “corruption” and “bribery”

under French law?

• Current status of private vs. public sector corruption

in France

• How do the French authorities conduct investigations?

– Recent and ongoing investigations in France

• The OECD’s perception of the implementation

of the OECD Convention and Progress of its

Enforcement in France

• Assessing the progress of the G20: How will new

G20 initiatives improve enforcement in France?

– Harmonising multijurisdictional settlements

– Recommendation for certification to demonstrate

adequate procedures to prevent corruption

– Sectoral initiatives: EITI, Construction Sector

Transparency Initiative (CoST) and Partnering

Against Corruption Initiative (PACI), Common

Industry Standard and Global Principle (Global

Aerospace Initiative)

• How participation in sectoral initiatives can actually

prevent industry corruption

• Impact of the latest enforcement of the French

Blocking Statute on international investigations

– How do companies cope with contradicting

demands from local and foreign enforcement

authorities?

To register call +44 (0) 20 7878 6888 OR fax +44 (0) 20 7878 6885

5


– How will the blocking statute affect a monitor

who is appointed by the DOJ to a French company

• What can be shared with foreign authorities without

affecting the blocking statute?

• French involvement in cases against Total, Thales and

Alstom: What should French companies be aware of?

10:15 Preparing for the New UK Bribery Act:

Clarifying the Extraterritorial Reach,

“Adequate Procedures” and the Corporate

Offence of “Failing to Prevent Bribery”

Charlie Monteith

Counsel, White & Case LLP (UK)

Isabelle Fenayrou-Degas

Partner, White & Case LLP (France)

• The extraterritorial reach of the UK Bribery Act:

Who is covered and who is not?

– What is the potential exposure specifically

for French-based companies?

• Determining the Act’s applicability to your company’s

global and local operations

• What will be considered “doing business” in the UK?

– To what extent will a listing on the UKSE

constitute “doing business”?

• What effect does a UK subsidiary have on a parent

or sister company which is based outside of the UK?

– What level of independence and separation

is required to put the parent or sister company

out of the Act’s reach?

• What is the application of the UK Bribery Act

to employees based, or sites headquartered in UK

but which do not do business within the UK?

• The prohibition of both private and public sector

bribery: What will this mean for current business

practices in the private sector?

• Defining the concept of “Adequate Procedures”

– How can companies ensure this threshold

is being met?

– How can adequacy be measured?

– What practical advice is in the guidance?

• What evidence will be expected to be produced

to prove “adequate procedures” are being taken?

• What constitutes “offering or giving bribes” and

“soliciting bribes” for UK or European companies?

• Corporate offence for failure to prevent bribery:

elements of potential criminal liability

• Availability and applicability of defences under

the UK Bribery Act

11:15 Morning Refreshments

11:30 Allegations of Corruption and Bribery

During Arbitration Proceedings: How

will the Allegations Affect the Outcome?

Emmanuel Jolivet

General Counsel Secretariat of the ICC

International Court of Arbitration

David S. Lorello

Partner, Steptoe & Johnson (UK)

Francois Vincke

Head of the ICC Anti-Corruption Work

International Chamber of Commerce

• How arbitrators approach an allegation of bribery

or corruption made during arbitration for unrelated

contractual disputes

• Consequences of the allegation on the outcome

of the arbitration as a whole

• Impact of corruption allegations revealed in

arbitration tribunals versus a national court of justice

• What does an arbitrator do with information

and evidence of corruption after the arbitration

is finished?

• What are the established doctrines arbitrators

have to deal with this issue when it arises?

• Examining the consequences of corruption allegations

during arbitrations: The outcome of the Thales -

Taiwan Frigate Arbitration scandal

• In what circumstances must the arbitrator recuse

himself from the case?

• Circumstances in which an arbitrator may declare

the contract null and void on the basis of bribery

allegations

• Obligation on parties to an arbitration to produce

evidence in support or against corruption allegations

• What are the requirements to report after

the arbitration? By whom? To whom?

12:45 Networking Lunch Hosted by

2:00 Negotiating Plea Bargaining, Monitors

and Settlements to Minimise Penalties

Brittany Prelogar

Associate, Steptoe & Johnson LLP (USA)

Kevin Abikoff

Partner, Hughes Hubbard & Reed LLP (USA)

• How negotiations for settlements and plea bargains

are initiated during an investigation

• What are the benefits of a negotiated guilty plea

during an investigation?

• Common impediments to reaching a settlement

• What terms and conditions can be negotiated as part

of a guilty plea or settlement?

• Structuring settlement agreements between global

companies and with multiple enforcement agencies

– With whom do you negotiate and what role

do other enforcement agencies take?

• How strong and sustainable are plea bargains

when challenged in court?

• Circumstances in which a compliance monitor has been

and likely will be appointed as part of the settlement

• What is the scope of power of the compliance monitor?

• How long does a compliance monitor appointment

usually last?

• What are the likely costs involved when a compliance

monitor is appointed?

• How involved does the monitor become in the

day-to-day running of the company?

2:45 Latest Developments in FCPA

Enforcement Across Europe: What

is the Focus of the DOJ and SEC?

William Stuckwisch

Assistant Chief – FCPA Unit, Criminal Division –

Fraud Section, US Department of Justice

6

To register call +44 (0) 20 7878 6888 OR fax +44 (0) 20 7878 6885


Tracy L. Price

Assistant Director, FCPA Unit

U.S. Securities & Exchange Commission

• What specific risks do European multinational

companies face under the FCPA?

• Common scenarios where the US DOJ

would investigate

• Conflicts and similarities between the new UK

Bribery Act and the FCPA

• Latest developments in enforcement against French

or European-based companies?

– What has been the level of fines and penalties

recently?

• What level and type of knowledge constitutes

“wilful blindness” under the FCPA?

– Looking for red flags to avoid “wilful blindness”?

• How widely is “government official” interpreted:

status of state owned enterprise employees under the

FCPA as argued in the Lindsey Manufacturing case

• FCPA Enforcement in 2011: Focus and Priorities

– Enforcement against foreign companies

– Involvement of intermediaries

• Impact of US involvement in the Siemens, Technip,

and BAE Systems cases

3:45 Afternoon Refreshments

4:00 Multijurisdictional Cooperation Between

International Enforcement Authorities

During Investigations, Sanctions

and Prosecutions for Corruption

PANEL DISCUSSION

Laura Pedio

Prosecutor of the Republic, Public Prosecutor’s Offices

Tribunal of Milan (Italy)

Vladimir Jízdný

Specialist officer, Criminal Finances & Technology Unit,

EUROPOL

William Stuckwisch

Deputy Chief – FCPA Unit, Criminal Division –

Fraud Section, US Department of Justice

Yves Charpenel

Avocat Général, Cour de Justice de la République

(France)

Robert Amaee

Partner, Covington & Burling LLP

Former Head of Anti-Corruption and Proceeds

of Crime Units, UK Serious Fraud Office

Moderator:

John Rupp

Partner, Covington & Burling LLP

• How international enforcement agencies and associated

organisations cooperate together to build their case

– How foreign or local authorities or agencies

share information with each other whilst

respecting local data protection laws

• How the UK SFO plans to enforce the UK Bribery

Act internationally

• Cross border collaboration between French

and German authorities with the US DOJ or SEC

and UK SFO – who will lead and who will follow?

CROSS-INDUSTRY ROUNDTABLE PANEL DISCUSSION

• Common triggers for the commencement

of an international investigation

• The rights of the company under investigation

• Practical guidance for companies subjected

to an investigation: Cooperating with local

and foreign authorities

• To which enforcement agency should you self-report

and what are the respective self-reporting incentives

of enforcement agencies

• In what circumstances is there a risk of double

or triple jeopardy when prosecuting a corruption/

bribery violation?

• In what circumstances have French companies

been targeted in recent years?

• What is the role of French authorities in

investigations against French-based companies?

5:15 Conference Adjourns

Day 2 – Thursday 20 October 2011

8:45 Opening Remarks from the Co-Chairs

Jean-Claude Najar

General Counsel France & Senior Counsel Europe

GE (France)

Richard Battaglia

Senior Counsel - Compliance

BP America (USA)

9:00 Senior Compliance Officers Share

Experiences and Ideas for Designing,

Implementing and Maintaining

Effective Risk Assessment Practices

and Compliance Programmes

Construction:

Julia C. Symon

Director of Compliance, Legal Department

KBR Inc. (USA)

Oil & Gas:

Jeffery Spalding

Assistant General Counsel

Compliance & Ethics

Halliburton (USA)

Pharmaceutical:

Dominique Laymand, Esq.

Vice-President Compliance & Ethics EMEA

(Europe, Middle-East, Africa, Russia

and Turkey) Bristol-Myers Squibb (France)

Energy:

Jean-Daniel Lainé

SVP Ethics & Compliance, Alstom (France)

Food & Beverage:

Stephan Mechnig-Giordano

Chief Compliance & Security Officer

Nestle S.A. (Switzerland)

To register call +44 (0) 20 7878 6888 OR fax +44 (0) 20 7878 6885

7


CROSS-INDUSTRY ROUNDTABLE

Freight Forwarder:

Markus Heyer

Corporate Compliance Officer

Panalpina Management Ltd (Switzerland)

• Undertaking effective risk assessment of both

the regional and industry markets

– Assessing risks based on transactional practices and

the extent of interaction with government officials

• Analysing methods of payments and discounts

• Resources used to accurately measure compliance risks

– Updating and maintaining risk assessment tools

with new developments

• Effective communication of new solutions from

the compliance team to the rest of the business

• Obtaining buy in from senior management

• Resources, tools and techniques leading companies

are using to implement and maintain effective

global anti-corruption compliance programmes

– design and maintain a compliance & ethics

governance model

– creation of Ethics and Compliance Ambassadors

• Compliance awareness sessions: effectively

communicating expectations for compliance

addressing conflicts of interest

• How to adequately monitor and maintain a global

anti-corruption compliance programme

– continuous improvement by updating your

compliance programme with legal and regulatory

developments, lessons learnt from monitoring

and control activities, audits, investigations

and/or risks assessments

– addressing third parties compliance and ethic risks

• Understanding the meaning of “adequate procedures”

under the UK Bribery Act in respect of the “failure

to prevent bribery” offence

• How companies under investigation or convicted

for corruption violations have implemented, monitored

or updated their compliance programmes

• IT support requirements to create an effective

compliance programme

• Making the best use of outside counsel and advisors in

designing your anti-corruption compliance programme

• Effective training within small, medium and large

organisations

– Allocating control and responsibility

to oversee training

– What will constitute “adequate” training under

the UK Bribery Act?

– helping employees meet those expectations?

– providing special assistance to employees

or business partners operating in high corruption

risk regions or sectors

10:30 Morning Refreshments

10:45 Civil and Criminal Liability of Directors,

CEOs and Senior Compliance Officers:

What is the Potential Exposure

and How can it be Prevented?

8

Stéphane Bonifassi

Partner, Lebray & Associés (France)

Philippe Montigny

President, Ethic Intelligence (France)

• The status of criminal and civil liability under

French, British, German and US law in the context

of corruption and bribery investigations

– liability for senior company employees vs. lower

level employees

• Circumstances in which personal liability has arisen

and who was targeted

• What are the legal, financial and reputational

consequences for the company when under

investigation?

• Level of exposure to civil lawsuits in cases where

corruption/bribery is proved

– Shareholder Lawsuit Case Study: Siemens AG

• Addressing confl icts of interests between the

company and the individual during investigations

and prosecutions

– How to arrange the employee’s defence without

compromising the interests of the company

– How to cooperate when the individual has left

the company: no alignment of interests

• Deciding what disciplinary actions to take with

the individual during the investigation?

• Scope and applicability of defences for the company

vs. the executive?

• What will absolve the company from liability

when corruption or bribery is committed by a low

level employee?

• Reducing liability through implementation of adequate

procedures to prevent corruption, as required

by the FCPA and Bribery Act

• The extent to which external, third-party certification

of compliance programmes demonstrate senior-level

commitment to prevent corruption

• Range of penalties for the company and prison

sentences for the individual

• Lessons learned from Mabey & Johnson

11:30 Overcoming Resistance When

Implementing Whistleblowing

Programmes in France

Philippe Hellich

VP Risk, Control & Audit (RCA)Ethics

Risk Management, Internal Control & Internal

Audit Department, Danone (France)

Michelangelo F. Stefani

General Counsel EMEA, Covidien

Erika A. Kelton

Partner, Phillips & Cohen LLP (USA)

• What are the conditions under which whistleblowing

systems can be built: Lessons learned from Dassault

• Practical aspects of setting up whistleblowing hotlines

that comply with data protection laws

• Current CNIL guidelines and requirements

for establishing whistleblowing procedures in France

– CNIL rules for access of information during

cross border investigations

• Where are the risks and red flags when establishing

a whistleblowing system that complies with data

privacy and labour laws?

• Creating a culture of willingness to report misconduct

by addressing negative cultural perceptions

of whistleblowing

• How to effectively install a whistleblower hotline

within an organization

To register call +44 (0) 20 7878 6888 OR fax +44 (0) 20 7878 6885


• Providing and maintaining appropriate protective

measures for the whistleblower

– Minimising ongoing involvement of the

whistleblower after the whistle is blown

– Maintaining confidentiality in a large vs. small

to medium sized company

– What data can be kept in relation to

the whistleblowing?

– When should the data be destroyed?

• How to deal with the alleged culprit: Innocent

until proven guilty – Renault case

• Impacts of the latest reforms to the US Dodd Frank

and Sarbanes-Oxley Acts on French based companies

• Best practices for engaging trade unions when

installing your company’s whistleblowing policy

12:30 Networking Lunch

1:30 Fraud Prevention Policies and Framework

and Solutions in Case of Fraud Risk

Béchir Mana

Senior Manager Director, Kroll (France)

• Motivation for fraud and corruption in today’s

environment

• Fraud risk assessment and testing an organisation

and controls already in place

• How can implementing anti-fraud strategies and

processes be part of your anti-corruption programme?

• Strategies in light of the new bribery and corruption

regulations: impact on vendors, supply chain etc.

• The benefits of a good fraud and corruption prevention

framework and the related costs of no action

2:15 Completing Effective Initial and Ongoing

Due Diligence Against Third Parties:

Brokers, Distributors, Freight Forwarders

and Joint Venture Partners

Richard Battaglia

Senior Counsel – Compliance, BP America (USA)

Michel Husser

Director Compliance, M&A, ADIT (France)

• Types of anti-corruption clauses leading companies

incorporate into their contracts and agreements

• Step by step process for screening, appointing and

managing third parties such as commercial agents,

freight forwarders and distributors in foreign countries

• Applying appropriate levels of due diligence based

on initial facts and circumstances

• Identifying past and present relationships with

government officials

• Evaluating a third party’s awareness of corruption

risks, forensic profile and transactional practices

• What new due diligence improvements have been

incorporated by those organisations subjected

to FCPA prosecutions?

– What were the mistakes made during

due diligence?

– What new techniques have been adopted?

• Overcoming customer refusals to provide documents

as part of a due diligence investigation - maintaining

customer relations whilst remaining compliant

• What are the main red flags that can be identified

during the Due Diligence process and how

to deal with them?

• Ensuring ongoing management and monitoring

including annual training and audit for high risk

third parties is strictly implemented

• How often should follow up investigations be carried

out in the course of a business relationship?

• How much can be divulged about other parties

under data protection laws if you need to self-report?

• Best practices for completing due diligence on

small and medium sized company business partners,

agents or distributors etc

– What is the best practice for those small to medium

sized enterprises to undertake due diligence

as against their third parties?

– Ensuring third parties train their staff

to understand anti-corruption policies

3:15 Afternoon Refreshments

3:30 Overcoming Legal Complexities During

Internal Investigations for Corruption

and Bribery: Data Protection and

In-House Counsel Confidentiality

Jean Claude Najar

General Counsel France & Senior Counsel Europe

GE (France)

Amanda R. Grier

Associate

Skadden, Arps, Slate, Meagher & Flom LLP (USA)

Rafik E. Abboud

Chief Executive Officer

H7b1 Legal Technologies (Switzerland)

• What triggers an investigation and where do you start?

• What will fulfill the requirements for “thorough”

and “meaningful” investigations?

• Dos and don’ts when collecting, gathering and using

data including employee hardware, emails, telephone

conversations and personal data: what is permissible

and admissible and what is not?

• How to set up an audit commission within your

organisation?

• How far can you go when interviewing witnesses

and suspects – what rights do they have?

• Documenting the investigation to maximise credibility

• Obtaining information crucial to the investigation

while complying with data privacy and labour laws

• How to report findings/potential violations to local

or foreign regulators – what are the obstacles?

• What are the benefits of using the US “Safe

Harbour” protocol to manage data protection

restrictions and facilitate internal investigations

• Understanding CNIL requirements when undertaking

internal investigations

• Requirements of data privacy agencies during

investigations on behalf of French companies

based outside France or when French citizen

employees are involved

• Strategy behind voluntary self-disclosures: when,

what and to whom to disclose?

• How is confidentiality/legal professional privilege

determined when involving more than one jurisdiction?

To register call +44 (0) 20 7878 6888 OR fax +44 (0) 20 7878 6885

9


• Current status of the Prada Report: Pros and cons

of the proposal to allow senior compliance counsels to

claim privilege for the companies they are employed by

• How would in house confidentiality affect the

course of an internal investigation for corruption

• What is the role of in-house counsel during

an investigation: Study of the Akzo Nobel case

4:30 Minimising Risks from Offering

or Receiving Gifts, Hospitality,

Entertainment, Charitable Donations

and Sponsorship

Willy Mathot

VP General Counsel, Ethics and Chief Compliance

Officer, Ipsen (France)

Dominique Laymand, Esq.

Vice-President Compliance & Ethics EMEA

(Europe, Middle-East, Africa, Russia

and Turkey) Bristol-Myers Squibb (France)

Hervé Chacornac

Regional Compliance Office, Siemens SAS (France)

• What is the position of the FCPA, UK Bribery Act,

OECD Convention and French anti-corruption

laws in regards to corporate hospitality and gifts?

• In what circumstances will gifts and hospitality

be acceptable or not acceptable?

• Fostering relationships with customers through

contractual agreements, sponsorship and hospitality

whilst remaining compliant

• What constitutes “reasonableness and proportionate”

for client gifts, entertainment and payments under

the UK Bribery Act?

– Where is the threshold

– “Proportionate” as measured against what?

• What will be considered “customary for the company

and the industry” under the UK Bribery Act?

• How to handle customer requests for travel

• How to avoid the perception of receiving, promising

or giving improper payments

• Case scenario: Sponsorship of a company which

receives government funding – is that a bribe under

the FCPA, UK Bribery Act or French law?

• What is the legal status of sponsorship which results

in a business relationship 6 or 12 months later?

• Identifying direct and indirect risks of making

charitable donations as part of a business plan

– Lessons learned from the Schering Plough case

(now Merck)

5:30 Chairs’ Closing Remarks and Conference

Ends

* Denotes speaker invited

Associate Sponsors:

White & Case is a leading global law

firm with lawyers in 37 offices across

25 countries. Our White Collar group

advises companies, financial institutions, and senior business

and political figures on both domestic and international civil

and criminal investigations and enforcement proceedings.

White & Case operates globally, and has senior, experienced

White Collar lawyers based throughout the United States

(Washington, DC, New York and Los Angeles) and Europe,

including the United Kingdom, France, Germany and Eastern

Europe. www.whitecase.com

ADIT Business Integrity Services is an

European leader in competitive consulting,

strategic advisory & compliance services

with an efficient network on five continents. Our Business

Intelligence Network is recognized as one of today’s most

reliable and operational. Our Compliance department

provides three core areas of expertise:

• Risk Prevention

• Enhanced Due Diligence of third parties

• International Compliance Information Monitoring

Visit www.adit.fr

Kroll, the world’s leading risk consulting

company, provides a broad range of

investigative, intelligence, financial, security

and technology services to help clients reduce risks, solve

problems and capitalize on opportunities. Kroll has offices in

more than 55 cities in over 27 countries, and a multidisciplinary

team of approximately 2,800 employees and serves a global

clientele of law firms, financial institutions, corporations,

non-profit institutions, government agencies, and individuals.

www.kroll.com.

10

To register call +44 (0) 20 7878 6888 OR fax +44 (0) 20 7878 6885


POST-CONFERENCE – FRIDAY 21 OCTOBER 2011

INTERACTIVE WORKSHOP B: 9:30 – 12:30 PM

INTERACTIVE WORKSHOP C: 1:00 – 4:30 PM

Preserving Business Relationships

and Tailoring Compliance Policies to Suit

New Anti-Corruption Compliance

Challenges in China

Nathan Garrett Bush

Partner, O’Melveny & Myers LLP (China)

This interactive and practical working session will delve into the

unique anti-corruption compliance challenges faced by foreign

companies doing business in this typically high risk area and

examine the new anti-corruption legislative reforms, the impact

they will have on the market and what this will mean for the

future of your business. Speakers will identify concrete tools and

tactics for third party due diligence for anti-corruption compliance.

This workshop will provide you with a comprehensive

introduction to the new legislative frameworks implemented

on 1 May 2011 and enforcement landscape and practical

guidance on how to create a cost-effective and credible vetting

system. Topics will include:

• Review of China’s new anti-bribery and corruption

laws and enforcement

• What is considered as a “bribe” under the amended

Chinese law?

• What are the new compliance risks faced by European

companies doing business in China as a result

of the new legislation?

• How will Chinese companies and operations be affected

by the UK Bribery Act?

• Performing a risk inventory of third parties to identify

higher risk relationships: partners, agents, consultants,

customs brokers, marketing and sales representatives,

and other types of business associations

• Developing adequate screening procedures

• Setting expectations and limitations on third party

duties and responsibilities early on

– Using contractual provisions effectively to mitigate risks

• Adapting training to local conditions: the importance

of language and cultural issues

• How your industry and China’s reputation for corruption

affects the risk assessment process

• Strengthening internal controls to detect and prevent

bribery violations by third parties

• Progress of FCPA investigations in China?

GLOBAL SPONSORSHIP OPPORTUNITIES

C5, along with our affi liate organisations in New York, American Conference

Institute (ACI) and in Toronto, The Canadian Institute (CI), works closely

with sponsors to create the perfect business development solution catered

exclusively to the needs of any practice group, business line or corporation.

With over 500 conferences held in Europe, Russia and the CIS, China, India,

the US and Canada, C5, ACI and CI provide a diverse portfolio of fi rst-class

events tailored to the senior level executive.

For more information about this program or our global portfolio,

please contact: Jonathan Price on +44 (0)20 7878 6907 or email

J.Price@C5-Online.com

Overcoming Anti-Corruption Compliance

Challenges in the Upstream Oil & Gas

Industry: Defining and Executing Systematic

Risk-Based Third Party Due Diligence

Richard Battaglia

Senior Counsel - Compliance

BP America (USA)

This new interactive and practical working session will

provide specific insights into those anti-corruption and bribery

issues specifically concerning the upstream oil and gas industry.

This working group will go beyond the elements of the UK

Bribery Act and FCPA to explore compliance challenges raised

by the third party due diligence review process particularly

in this high-risk and volatile industry. Learn how to access

and analyse all the information needed to accurately assess risks

and third party exposure in all areas of your global exploration

operations. Topics of discussion during this session will include

practical guidance on how to:

• Conduct a thorough anti-corruption risk assessment

on new third parties in remote locations

• Understanding local negotiating behavior

– negotiating Production Sharing Agreements

• Use compliance perspectives to gauge the effectiveness

of risk assessment procedures

• Overcome resistance to due diligence in high risk regions:

– local firms refusing to do due diligence for fear

of “political repercussions”

– local laws mandating certain inquiries be made only

by local police

– foreign firms using ill informed or out of date contacts

– local sensitivity to foreign firms doing due diligence

on local players

• Establish the elements that comprise an effective

international compliance programme

• Assess the practical implications of implementing

anti-corruption and bribery compliance procedures

across geographies

• Examine the impact of the new UK Bribery Act

on the upstream oil and gas industry

• Understand what will constitute “adequate procedures”

in the Oil& Gas sector

• Create a corporate culture of ethics: controlling fears

between compliance and losing business

• Sustain market share against competitors who operate

to different compliance standards

• Maintain compliance systems in remote locations:

Distance from HQ resources & expertise

• Negotiate with national oil companies which demand

the use of specified contractors: differentiating between

legitimate local content and other subtle aims

• Benchmark local contractor rates in difficult market

conditions with barriers for international contractor entry

• Conquer government official threats to revoke licences;

block access to new host country opportunities; cancel

crucial meetings; deport managers; etc.

©C5, 2011

To register call +44 (0) 20 7878 6888 OR fax +44 (0) 20 7878 6885

11


C5’s 4 th Paris Edition on

AntiCorruption

19 th & 20 th October 2011 • Crowne Plaza Paris-Republique • Paris, France

Bu

si

ness

Information

In A Global Context

Priority Service Code

603L12_E

FEE PER DELEGATE Register by 30 September 2011 Register after 30 September 2011

ELITEPASS*: Conference & All Workshops €3546 €3646

Conference & 2 Workshops A B C €3097 €3197

Conference & 1 Workshops A B C €2598 €2698

Conference Only €1899 €1999

*ELITEPASS is recommended for maximum learning and networking value.

5 EASY WAYS TO REGISTER






WEBSITE: www.C5-Online.com/ACParis

REGISTRATIONS & ENQUIRIES

+44 20 7878 6888

EMAIL: registrations@C5-Online.com

FAX: +44 20 7878 6885

PLEASE RETURN TO

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CALL FOR GROUP DISCOUNTS

Book 4+ places and save. Call +44 (0) 20 7878 6888.

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ADMINISTRATIVE DETAILS

Date: 19-20 October 2011

Time: 8:45 am to 5:15 pm

Venue: Crowne Plaza Paris-Republique

Address: 10 Place de la Republique, Paris, 75011 France

Telephone: +33 1 43144350

An allocation of bedrooms is being held for delegates at a negotiated rate until

1 September 2011. To book your accommodation please call Venue Search on

tel: +44 (0) 20 8541 5656 or e-mail beds@venuesearch.co.uk. Please note,

lower rates may be available when booking via the internet or direct with the

hotel, but different cancellation policies will apply.

DOCUMENTATION IS PROVIDED BY CD

The documentation provided at the event will be available on CD only.

If you are not able to attend, you can purchase a CD of the presentations provided

to delegates on the day of the event. Please send us this completed booking

form together with payment of €595 per copy requested. For further information

please call +44 (0) 207 878 6888 or email enquiries@C5-Online.com.

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If you wish to pay in GBP£ or USD$ please contact Customer Service

CONTINUING EDUCATION

11.5 hours (conference only) plus 3.5 hours per master class towards Continuing

Professional Developments hours (Solicitors Regulation Authority). Please contact

C5 for further information on claiming your CPD points.

PAYMENT POLICY

Payment is due in full upon your registration. Full payment must be received

prior to the event otherwise entry will be denied. All discounts will be applied to

the Main Conference Only fee (excluding add-ons), cannot be combined with any

other offer, and must be paid in full at time of order. Group discounts available to

individuals employed by the same organisation.

TERMS AND CONDITIONS

You must notify us by email at least 48 hours in advance if you wish to send

a substitute participant. Delegates may not “share” a pass between multiple

attendees without prior authorization. If you are unable to find a substitute,

please notify C5 in writing no later than 10 days prior to the conference date

and a credit voucher will be issued to you for the full amount paid, redeemable

against any other C5 conference. If you prefer, you may request a refund of

fees paid less a 25% service charge. No credits or refunds will be given for

cancellations received after 10 days prior to the conference date. C5 reserves

the right to cancel any conference for any reason and will not be responsible for

airfare, hotel or any other costs incurred by attendees. No liability is assumed by

C5 for changes in programme date, content, speakers or venue.

INCORRECT MAILING INFORMATION

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any of your details, please email data@C5-Online.com or fax the label on

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