Edited by Paul Lomas and Daniel J. Kramer, Oxford University Press, Second Edition, 595 pages, $145
If there is one area of legal practice that continues to expand, it is international investigations. Whether the issue be international bribery, money laundering, fraud, antitrust, tax or other aspects of cross-border activity, the challenges of international business continue to include the vulnerability of far-flung enterprises to internal illegal conduct.
The time is just right, therefore, for the second edition of Paul Lomas' and Danel J. Kramer's much-acclaimed text, "Corporate Internal Investigations: An International Guide." Published by the Oxford University Press, it is the world's leading guide on investigations of international dimension.
Certainly Lomas and Kramer are the right ones to pull such a text together. Lomas is the London-based co-head of the general industries sector group at Freshfields Bruckhaus Deringer and is a veteran of a broad spectrum of international investigations, involving such things as U.N. corruption allegations (for example, Oil for Food), malpractice in the art markets, cartel investigations, alleged corruption in retail insurance and consumer finance, and telecom.
Kramer is the New York-based cochair of the securities litigation and enforcement group of Paul, Weiss, Rifkind, Wharton & Garrison and brings particular expertise regarding corporate governance, special committee investigations, and public securities. This new text is a considerable addition to Kramer's already formidable list of publications, including "Federal Securities Litigation: A Deskbook for the Practitioner."
The depth of all this experience is reflected in the text. The book presents a comprehensive overview, along with in-depth discussion, of investigations undertaken in the United Kingdom, the Netherlands, Germany, France, Spain, Italy, Hong Kong, Japan and the United States, as well as new chapters on China, India, Russia and Brazil, welcome additions in light of economic evolution and trends.
The book covers not just the basics. It also delves into the nitty gritty, including such topics as national regulatory schemes, data protection laws, litigation risks, and the practical nuances of self-investigation and self-reporting.
A particular virtue is the book's easy-to-read approach to difficult problems and its useful overviews. One can approach the book with the goal of obtaining an overall sense of the international investigative climate or zeroing in on a specific problem in a particular country. While the discussion is readable, the book allows a reader to penetrate the issues with as much depth as he or she would like. Among the book's virtues are its extensive footnotes.
Illustrative of the book's usefulness, as well as its comprehensiveness, is its approach to one of the trickiest issues an international investigator may encounter: data privacy. Country by country, the book discusses the law and practical considerations of the data privacy protections of the United Kingdom, the Netherlands, Germany, France, Spain, Italy, Hong Kong, Japan, China, India, Russia and Brazil. In addition, the book includes a separate compare-and-contrast discussion of the differing approaches to data privacy of various national regimes. The book takes a similar approach to other frequently encountered issues.
It is hard to overstate the extra-ordinary assemblage of law and experience captured in the book. The Table of Cases and Table of Legislation by themselves are worth the price. Gathered in these opening pages, divided by country, are the laws relevant to international investigations including treaties, constitutions, civil codes, criminal codes, securities acts, banking and financial regulations, commercial codes, procedural codes, and other authoritative sources of law. One shudders to think of the number of law firms one would have to engage to collect such an array of authority.
At roughly 600 pages, the book will test the ability of a busy practitioner to gain the full benefit of its comprehensive reach. Mercifully, the editors have structured the book to enable a reader to obtain, through introductory chapters, an overview of the main issues and laws or, through specific chapters devoted to individual countries, to focus on the law applicable to any particular issue.
It is a fair bet that all international companies would like to avoid the need for the wisdom and experience captured in this book. At the same time, should the need arise, it would be hard to find an equal substitute.
Michael R. Young is the chair of the securities litigation and enforcement practice group of Willkie Farr & Gallagher. His latest book, "Financial Fraud Prevention and Detection," is expected to be published this Fall by Wiley.