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FCPA Compliance Report

FCPA Compliance Report: Venezuela Re-Entry: A Strategy of Watchful Waiting

Welcome to the award-winning FCPA Compliance Report, the longest-running podcast in compliance. In this episode, Tom welcomes Morgan Lewis partners Carl Valenstein (international corporate law, Latin America) and Katelyn Hilferty (international trade, export controls and sanctions) on whether businesses should consider returning to Venezuela after Maduro’s arrest and President Trump’s announcement. Ed. Note: this podcast was recorded in February, and since then, OFAC has issued New and amended Venezuelan-related General Licenses. The situation remains fluid.

Valenstein leads off by noting that he is counselling businesses to engage in “watchful waiting” due to continued instability, corruption, weakened institutions, security risks, uncertainty about elections, and a lack of clear U.S. incentives, such as political risk insurance. Hilferty explains that sanctions relief is narrow: two limited OFAC general licenses focused on Venezuelan-origin oil and U.S.-origin diluents, while most sanctions and broad export control restrictions remain in effect, with licenses revocable. They discuss payment and transparency concerns, large outstanding debts, and major capital and operational challenges to restore oil production. They advise companies to review licenses, establish compliance guardrails, screen counterparties, and draft contract and payment terms before pursuing opportunities.

Key highlights:

  • What Changed in Venezuela
  • Watchful Waiting Reality Check
  • License Reversals and Uncertainty
  • Compliance Starting Point Checklist
  • Cartels and Terror Designations
  • Beyond Oil and Gas Opportunities

Resources:

Morgan Lewis

Carl Valenstein

Katelyn Hilferty

Tom Fox

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FCPA Compliance Report

FCPA Compliance Report – Navigating Export Control and Trade Sanction Challenges in Venezuela: Insights from Brent Carlson

Welcome to the award-winning FCPA Compliance Report, the longest-running podcast in compliance. In this inaugural episode of 2026, Tom Fox welcomes back Brent Carlson, a specialist in trade and economic sanctions, focusing on compliance issues related to Venezuela.

Tom and Brent discuss the shifting political landscape, potential business opportunities in the energy sector, and the steps compliance professionals need to take to navigate new regulations and restrictions from the export control and trade sanctions perspective. Brent emphasizes the importance of a robust, business-aligned compliance strategy, a non-siloed approach involving all risk disciplines, and proactive dialogue with regulators. They also discuss the heightened enforcement landscape and the need for companies to remain vigilant and adaptable in a rapidly changing global environment.

Key highlights:

  • Focus on Venezuela: Navigating Export Controls and Sanctions
  • Business Opportunities and Risks in Venezuela
  • Importance of Understanding Business Operations
  • Board of Directors: Asking the Right Questions
  • Geopolitical Changes and Risk Management

Resources:

Brent Carlson on LinkedIn

Red Flags Rising website

Tom Fox

Five-Part Blog Post Series on Doing Business in Venezuela on the FCPA Compliance and Ethics Blog

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Blog

Returning to Venezuela: Part 3 – Export Controls and the Illusion of “Reopening”

We continue to explore what the ‘reopening’ of Venezuela to US energy companies means for the compliance professional. Over the last two days, we considered the corruption issues in Parts One and Two of this blog post series. Today in Part 3, we look at export control and trade sanction issues. I spoke with Brent Carlson, founder of Red Flags Rising Solutions LLC, for his insights.

When the White House announces that U.S. oil companies may be returning to Venezuela, the business press immediately begins talking about opportunities. Compliance professionals should be talking about risk. Not hypothetical risk. Not academic risk. Real, layered, enterprise-threatening risk that sits at the intersection of export controls, sanctions, geopolitics, corruption, security, and board oversight. The conversation I recently had with Carlson makes one thing abundantly clear: Venezuela is not “opening.” It is recalibrating. And compliance programs that treat this moment as a return to business as usual will fail.

Venezuela Remains a High-Risk Jurisdiction by Design

Let us start with first principles. Venezuela remains designated as a D:5 country under the Export Administration Regulations (EAR). That places it in the most restrictive category, alongside jurisdictions such as Iran and North Korea. Even the shipment of EAR99 items can be problematic under the current framework.

That legal reality did not change simply because the President met with U.S. energy executives. Carlson is clear on this point. Whatever policy adjustments may come will be sector-specific, narrowly tailored, and aligned with geopolitical priorities, particularly oil production. There will not be a wholesale rollback of export controls or sanctions. For compliance professionals, this means one thing: the law today is the law as it existed yesterday. Until the Bureau of Industry and Security (BIS) and OFAC issue formal guidance, licenses, or regulatory amendments, nothing has changed.

Regulatory Enforcement Follows Politics, but Law Follows Process

One of the most important compliance insights Carlson offers is that regulatory enforcement follows political drivers, which in turn follow geopolitical drivers. That is undoubtedly true. But it is also where companies get themselves into trouble. Political signaling is not legal authorization. Tweets, speeches, and press briefings do not override the Export Administration Regulations, OFAC sanctions, or anti-money laundering laws. Compliance programs must be built to withstand whiplash, not chase headlines.

This is especially critical in Venezuela, where any meaningful restart of oil production will require billions of dollars, long project timelines, complex infrastructure, and sustained government engagement. These are not quick deals. They are multi-year commitments that must be compliant from day one.

Start With the Business, but Do Not Stop There

Carlson emphasizes that compliance analysis must begin with the business opportunity itself. What is the company actually trying to do? What products or services will be provided? Who will operate them? Where will the equipment go? Who will maintain it? For compliance professionals, this requires operational fluency that goes far beyond policy review. You must understand the business process step by step. Not in the abstract. Literally, transaction by transaction.

This exercise does more than identify export control risks. It exposes corruption, diversion, money laundering, security, and reputational risks. Venezuela is not a jurisdiction where silos survive.

Dual-Use Risk Is Not Theoretical in Venezuela

Any company operating in the energy sector must assume heightened scrutiny around dual-use items. Control systems, industrial machinery, software, and communications technology can all be repurposed. Carlson makes an important point here. Companies that manufacture or deploy these items already know where the risks are. The issue is not ignorance. The problem is prioritization and escalation.

This is where proactive engagement with the BIS becomes essential. Unlike some areas of compliance, export controls encourage dialogue with regulators. Companies can and should engage BIS field offices early to discuss proposed transactions, licensing pathways, and regulatory obstacles. This is not lobbying. It is compliance.

One of the most powerful insights in our discussion is the call for compliance professionals to sit down with business operations and map every operational step. This is not busywork. It is risk triage. Too often, compliance reviews occur after a deal is already emotionally committed. At that point, compliance becomes the obstacle rather than the enabler. Carlson is explicit: sales and operations teams do not want to waste time on deals that will collapse under regulatory scrutiny. When compliance is embedded early, it improves deal quality. It filters out bad opportunities and strengthens good ones. That is value creation.

Siloed Compliance Will Fail in Venezuela

If there is one jurisdiction where compliance silos are fatal, it is Venezuela. Export controls intersect with sanctions. Sanctions intersect with AML. AML intersects with corruption. Corruption intersects with security. Security intersects with human rights and ESG. Carlson cites enforcement actions where companies failed because information did not flow across functions. Finance saw one risk. Operations saw another. Compliance saw a third. No one saw the whole picture.

For Venezuela, companies must adopt a non-siloed, enterprise-wide risk model. Export control specialists must talk to anti-corruption teams. Treasury must talk to security. Legal must talk to operations. This is not optional.

Board Oversight Must Evolve Beyond Periodic Updates

Boards of directors will play a decisive role in whether companies succeed or fail in Venezuela. Carlson is clear that boards must demand updated, transaction-specific risk assessments focused on central compliance risks, not generic program health. This is not about micromanagement. It is about governance. Boards must understand that Venezuela presents a dynamic risk environment where geopolitical shifts can occur overnight. The right board questions are not “Do we have a compliance program? ” They are:

  • What export control risks are central to this opportunity?
  • What sanctions exposure remains?
  • How are we monitoring changes in real time?
  • What is our exit strategy if conditions reverse?

The Case for a Standing Enterprise Risk Committee

Carlson raises a critical governance concept: the need for a standing, cross-functional risk committee empowered to act quickly. Not an ad hoc task force. Not an annual review. A permanent capability. We are no longer in a stable geopolitical environment. Long-trusted partners can become sanctioned entities within weeks. Supply chains built over decades can collapse overnight. For compliance professionals, this reinforces the need for real-time risk sensing, escalation protocols, and decision authority. Venezuela is simply the proving ground.

Enforcement Is Coming, Not Fading

The most sobering warning Carlson offers is about enforcement. The U.S. government has been signaling for some time that export control enforcement will increase. DOJ’s Trade Fraud Task Force, BIS outreach visits, and expanded definitions of “knowledge” under the EAR all point in the same direction. Compliance professionals should recognize the parallel to early FCPA enforcement. Policies alone are not enough. Programs must demonstrate that they identify high-probability risks, escalate them, and act. Testing matters. Documentation matters. Integration matters.

Final Thoughts

The prospect of renewed oil activity in Venezuela is not a green light for compliance. It is a stress test. Companies that approach this moment with discipline, humility, and integrated risk management can create value while protecting themselves. Companies that treat it as a political reopening will find themselves exposed on multiple fronts. For compliance professionals, this is a defining moment. The question is not whether Venezuela is open for business. The question is whether your compliance program is ready for the real world.

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Compliance Into the Weeds

Compliance into the Weeds: Fracht – The Bonkers Sanctions Case

The award-winning Compliance into the Weeds is the only weekly podcast that takes a deep dive into a compliance-related topic, literally going into the weeds to explore a subject more fully. Looking for some hard-hitting insights on compliance? Look no further than Compliance into the Weeds! In this episode, Tom Fox and Matt Kelly discuss a recent OFAC enforcement action against a Swiss-domiciled freight forwarding company, Fracht.

The case stands out for its complexity, involving a single, high-value transaction that exposed the company to significant sanctions risk through dealings with both Venezuelan and Iranian entities. Tom and Matt break down the compliance failures, the role of senior management, and the extensive remediation steps taken post-incident. This episode offers actionable lessons for compliance professionals on supply chain due diligence, the importance of compliance involvement in urgent deals, and the consequences of sidelining compliance functions.

Key highlights:

  • OFAC Enforcement Details
  • Anatomy of the Transaction
  • Third- and Fourth-Party Risks
  • Senior Management Involvement
  • Compliance Failures & Supply Chain Visibility
  • Remediation & Consequence Management

Key Takeaways for Compliance Professionals:

  • Always involve compliance in high-value, urgent transactions.
  • Ensure robust due diligence for all counterparties, including third- and fourth-party risks.
  • Senior management must be accountable for compliance failures.
  • Remediation should include policy updates, staff training, and ongoing oversight.

Resources:

Matt on Radical Compliance 

Tom

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A multi-award-winning podcast, Compliance into the Weeds was most recently honored as one of the Top 25 Regulatory Compliance Podcasts, a Top 10 Business Law Podcast, and a Top 12 Risk Management Podcast. Compliance into the Weeds has been conferred the Davey, Communicator, and W3 Awards for podcast excellence.

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Daily Compliance News

Daily Compliance News: June 12, 2025, The Brutal Truth Edition

Welcome to the Daily Compliance News. Each day, Tom Fox, the Voice of Compliance, brings you compliance-related stories to start your day. Sit back, enjoy a cup of morning coffee, and listen in to the Daily Compliance News. All from the Compliance Podcast Network. Each day, we consider four stories from the business world: compliance, ethics, risk management, leadership, and general interest, all of which are relevant to the compliance professional.

Top stories include:

  • 4 questions to ask employees. (WSJ)
  • The Brutal Truth About Layoffs in 2025. (FT )
  • The CITGO auction date has been extended (yet again). (Reuters)
  • Rubio is pressing the DOJ to investigate Harvard. (NYT)
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FCPA Compliance Report

FCPA Compliance Report: Spotlight on Executive at Risk: Latest Updates on The DOJ, OFAC, FCPA, and AML

Welcome to the award-winning FCPA Compliance Report, the longest running podcast in compliance.

In this edition of the FCPA Compliance Report, Tom welcomes back Miller & Chevalier attorneys Executives at Risk team, including Lauren Briggerman, Katherine Pappas, Ian Herbert, and their newest colleague Laura Deegan.

We dive into key compliance and enforcement topics such as the new DOJ whistleblower initiative, recent OFAC sanctions and export controls, key FCPA enforcement actions focusing on individual liability, and notable AML developments, particularly within the cryptocurrency sector. The discussion highlights the evolving landscape of corporate compliance and the increased need for robust internal reporting and proactive compliance measures.

Highlights in this Episode:

  • DOJ Whistleblower Initiative
  • OFAC Sanctions and Export Controls
  • FCPA Enforcement Actions and Developments
  • AML Developments and Binance Case

 

Resources:

Miller & Chevalier Chartered

Lauren Briggerman

Katherine Pappas

Ian Herbert

Laura Deegan

Executives at Risk, Summer 2024

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For more information on the Ethico Toolkit for Middle Managers, available at no charge, click here.

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Compliance Into the Weeds

Compliance into the Weeds: 3M OFAC Enforcement Action

The award winning, Compliance into the Weeds is the only weekly podcast which takes a deep dive into a compliance related topic, literally going into the weeds to more fully explore a subject. Looking for some hard-hitting insights on sanctions compliance? Look no further than Compliance into the Weeds! In this episode, Tom and Matt consider the recent OFAC enforcement action involving 3M.

3 3M, found itself in hot water after violating Iran sanctions, leading to a hefty fine of $9,618,477 from the Treasury Department and OFAC. This violation, involving a subsidiary selling goods to a German reseller who then sold them directly to Iran, including to a sanctioned entity.

Tom points out the significant failures in controls and monitoring within the company that led to the violation. He emphasizes the importance of end user statements and monitoring in compliance functions to prevent such violations. On the other hand, Matt acknowledges that while 3M made an effort to comply with the Iran nuclear deal, changes in the arrangement that were not properly communicated or approved led to a violation of the sanctions agreement. He also underscores the importance of monitoring and obtaining end user statements to ensure compliance with export control laws.

Join Tom Fox and Matt Kelly as they delve deeper into this topic in the latest episode of the Compliance into the Weeds podcast.

 Key Highlights

·      Sanctions Compliance and Ongoing Monitoring

·      Challenges and Consequences of Sanctions Compliance

·      Sanctions Settlement for Selling Goods to Iran

·      Anticipated Impact of Recent Events on 3M

 Resources

Matt in LinkedIn

Matt on Radical Compliance

Tom 

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Daily Compliance News

Daily Compliance News: August 11, 2023 – The New DD Rules Edition

Welcome to the Daily Compliance News. Each day, Tom Fox, the Voice of Compliance brings to you compliance related stories to start your day. Sit back, enjoy a cup of morning coffee and listen in to the Daily Compliance News. All, from the Compliance Podcast Network. Each day we consider four stories from the business world, compliance, ethics, risk management, leadership or general interest for the compliance professional.

  • ABA agrees to new client due diligence rules. (WSJ)
  • US broadens sanctions against Belarus. (WSJ)
  • US, UK & Canada sanction Lebanon ex-central banker. (Reuters)
  • Lawyers say proposed PCAOB will threaten attorney-client privilege. (FT)
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Compliance Into the Weeds

Compliance into the Weeds: BAT Sanctions Enforcement Action

The award-winning, Compliance into the Weeds is the only weekly podcast that takes a deep dive into a compliance-related topic, literally going into the weeds to explore a subject and looking for some hard-hitting insights on sanctions compliance. Look no further than Compliance into the Weeds!

Tom Fox and Matt Kelly dive into the recent enforcement action against British American Tobacco (BAT) for violating North Korean sanctions. After years of evading sanctions and funneling over $630 million, regulators have imposed the maximum penalty. Join the podcast to understand the scheme enacted by BAT and the consequences of their actions. They also discuss the need for clarity around who is responsible for ensuring compliance with OFAC and the Justice Department for the next 5 years. With potential penalties looming, the consequences senior management could face, and the extent of compliance commitments expected of BAT, this is a case you want to take advantage of. Listen to Tom and Matt make sense of this perplexing case and what it means for companies in countries like North Korea.

Key Highlights:

·      Sanctions enforcement on British American Tobacco

·      The North Korean Scheme of British American Tobacco

·      British American Tobacco’s Sanctions Compliance Penalty and Requirements

·      Legal implications of BAT’s North Korea joint venture

Notable Quotes:

“I almost think we should just name this series, ‘the hits just keep on coming’ as  sanctions is the new FCPA.”

“This is a long-running, complicated scheme involving the highest levels of BAT knew this was going on to evade sanctions risks.”

“Short of Activision Blizzard, this case strikes me as 1 of the most egregious that we have seen in any form of trade control, export control, trade sanctions, FCPA, or other major corporate white collar.”

“They talk about how BAT and its subsidiaries knew full well that US sanctions said you can’t do business with North Korea; they were upset over how BAT publicly announced it.”

 Resources

Matt 

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Blog Post in Radical Compliance

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Daily Compliance News

April 26, 2023 – The BAT In North Korea Edition

Welcome to the Daily Compliance News. Each day, Tom Fox, the Voice of Compliance, brings you compliance-related stories to start your day. Sit back, enjoy a cup of morning coffee, and listen to the Daily Compliance News. All from the Compliance Podcast Network. Each day we consider four stories from the business world, compliance, ethics, risk management, leadership, or general interest for the compliance professional.

Stories we are following in today’s edition:

  • BAT fined $635MM for North Korean trade sanctions. (FT)
  • The calculus behind Carlson’s firing. (NYT)
  • Coinbase files petition to require SEC rules on crypto. (Reuters)
  • Ex-Michigan House Speaker pleads guilty. (Detroit News)