New M&A Safe Harbor Policy for Voluntary Self-Disclosures: Weighing the Risks vs. Potential Benefits
Recording of a 90-minute premium CLE video webinar with Q&A
This CLE webinar will discuss the new safe harbor policy from the Department of Justice (DOJ) incentivizing acquiring companies in M&A transactions to voluntarily self-disclose criminal misconduct they discover through the acquisition of a target. The panel will provide an overview of the new policy, the conditions for application of the safe harbor, the increased importance of compliance and due diligence, and practical guidance for advising clients who are weighing the benefits versus the risks of self-disclosure.
Outline
- Background
- Scope and conditions of the safe harbor
- Bona-fide, arms-length transactions
- Timelines for disclosure (six months) and remediation (12 months)
- Exceptions available in certain circumstances
- Aggravating factors and recidivism
- Importance of compliance and due diligence
- Assessing disclosure risks and rewards
- Impact of the new safe harbor policy on the acquired company
- Practical guidance and key takeaways
Benefits
The panel will address these and other key issues:
- What types of violations does the new self-disclosure safe harbor cover?
- What are the incentives for disclosing misconduct?
- What are the disincentives for self-disclosure that still exist despite these new policies?
- How should buyers and sellers structure their pre- and post-diligence procedures to address the new safe harbor policy?
Faculty
![Linehan, Patrick](/img/t/b1e807c963094d9830efa9ffff08a549.jpg)
Patrick F. Linehan
Partner
Steptoe
Mr. Linehan's diverse practice focuses on representing corporate and individual clients in internal investigations,... | Read More
Mr. Linehan's diverse practice focuses on representing corporate and individual clients in internal investigations, criminal investigations/trials and civil litigation. He has handled numerous internal investigations, including on behalf of Audit Committees and Special Litigation Committees, on GAAP and other accounting- and internal controls-related matters, employee misconduct matters, and regulatory violations in the government contracts, FDA/healthcare and economic sanctions/export control areas. Mr. Linehan has defended both corporate and individual clients in all phases of government-facing investigations and prosecutions against allegations of securities fraud and SEC/FINRA regulatory violations, False Claims Act violations, FDA and healthcare fraud, criminal Sherman Act violations, and tax fraud, among others. He has litigated, on behalf of both plaintiffs and defendants, civil cases in both federal and state courts and before arbitration panels spanning a broad range of areas, including securities fraud, breaches of fiduciary duty, employment-related matters, government contract disputes, False Claims Act, copyright, and general commercial matters.
Close![Nasson, Christopher](/img/t/c17596b3958e0091eaf826899ad58274.jpg)
Christopher L. Nasson
Partner
K&L Gates
An experienced litigator and former federal prosecutor, Mr. Nasson's practice focuses on regulatory enforcement,... | Read More
An experienced litigator and former federal prosecutor, Mr. Nasson's practice focuses on regulatory enforcement, white collar criminal defense, internal investigations, and related business and securities litigation. He represents corporations and individuals in criminal and civil matters brought by the Department of Justice, Securities and Exchange Commission, Internal Revenue Service, and other federal, state, and foreign enforcement agencies. An accomplished trial and appellate attorney, Mr. Nasson has had considerable success dissuading governmental agencies from pursuing any enforcement or criminal action against his clients. He also counsels clients on risk mitigation strategies with respect to anti-corruption, sanctions, cybersecurity, and anti-money laundering issues.
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