For decades, U.S. companies have struggled to manage the risk of acquiring, or merging with, a business whose prior conduct may have violated the Foreign Corrupt Practices Act. That was true even if the acquisition target was a non-U.S. entity that was never obligated to follow the FCPA.
For example, if the acquisition target is a private Brazilian company with no operations or contact with the United States, a U.S company that seeks to acquire the Brazilian target still may be held liable for the target’s historic conduct in violation of the FCPA.
