Welcome to SURVIVE AND THRIVE, the newest addition to the Compliance Podcast Network. This is a podcast where we unpack compliance, crisis disasters and walk you through all the red flags which appear, and give you some lessons learned going forward. This show is hosted by the Compliance Evangelist Thomas Fox and Kortney Nordrum, Regulatory Counsel & Chief Compliance Officer, Deluxe Corporation.
Today’s episode is all about JOINT VENTURES. New sets of compliance risks arise for companies subject to the Foreign Corrupt Practices Act (FCPA). Suppose that you are given two weeks to close a joint venture, what are concrete steps you can take to protect the organization and help the joint venture do business ethically and profitably?
Key steps & takeaways discussed in the episode:
✔️ Set expectations and figure out what Compliance is exactly in charge of handling. Initiate M&A due diligence process and send DD questionnaire to the integration/JV manager.
✔️ Brief the team on the advanced timeline and reprioritize DD based on risks.
✔️Learn key steps to expect from outside counsel and what can you do in-house as well?
○ Counsel:
· Responsible for drafting agreements
· Need to advise on government approvals and registration/licensing if needed
· Deep dive into the JV candidate company and their Board/Executive  leadership
· Antitrust management – with JV candidate and their counsel
· Engage a third-party diligence organization to do boots-on-the-ground diligence in foreign partner country
○ In house:
· Compliance, privacy, and risk diligence – including questionnaires, interviews, meetings, and reviewing evidence and documents provided by the JV candidate
· Training the internal JV team on what they can and can’t do throughout diligence (what they can disclose, ask about, and plan for)
· Preparing readouts and diligence summaries for the Board
✔️It always pays to be prepared. People don’t always have the resources needed. Putting together a toolkit that you can rely upon when the timing is condensed will be helpful. Having a backpack full of tools for M&A, a questionnaire already equips you to respond to a speedy timeline.
✔️Build a cadence with your business, your CEO, your executive leadership that keeps you in the loop. Be the trusted business adviser who masters compliance, ethics, and legal requirements. Make it clear that your business savvy and proactively address concerns; then it will build your credibility. Also, do not be a panic button. Do not raise a red flag unless you need to raise a red flag.
✔️ Never stop engaging in due diligence. You never stop communicating, learning, finding out, and obtaining information. Data is a two-way street. It is both inbound and outbound. Always prepare for the unexpected when the unexpected hits, what do you do because you have prepared so it’s not unexpected.
—————————————————————————-
Do you have a podcast (or do you want to)? Join the only network dedicated to compliance, risk management, and business ethics, the Compliance Podcast Network. For more information, contact Tom Fox at tfox@tfoxlaw.com.