You are a lawyer for a prestigious law firm in Miami, Florida and one of your clients, a British Corporation, Bribealot PLC., has just contacted you in regards to a subpoena that it has received from the United States Department of Justice and an information request from the Securities and Exchange Commission. Bribealot has been registered as a foreign corporation in the United States since 2000, and its shares have traded on the New York Stock Exchange since that time. The subpoena and document request ask for information related to a wholly-owned subsidiary of Bribealot operating in India, called Bribesevenmore Ltd.

Bribealot, through its local subsidiary, which it opened in 2005, provides infrastructure services to the Indian government, including the building of roads, bridges and dams. The General Counsel of Bribealot tells you that his office launched an investigation into Bribesevenmore s business practices in 2010 and discovered that the Bribesevenmore Head of Marketing, a citizen of India, with the knowledge of the Bribesevenmore CEO, a citizen of the U.S., had engaged in extensive bribery to secure government contracts since 2005. The monies were paid in India, in Indian currency drawn from the Indian Bank Accounts of the local subsidiary. The General Counsel tells you that the investigation did not disclose any activity in furtherance of the bribery scheme in the United States. The General Counsel tells you that the management of Bribesalot, all British citizens, had no idea that the Indian subsidiary was engaging in these practices. The Company did not disclose it findings on its annual filings to the U.S. regulatory authorities.

He asks that you research U.S. anti-bribery laws to advise him on the potential liability of Bribealot, PLC to the United States regulatory authorities, as well as the potential liability of any individual employees of Bribealot and/or Bribesevenmore. He would like you to send him a professional letter containing your legal advice by February 8, 2015. He advises you that your letter should be between 3-5 pages in length (single spaced, with double spacing between paragraphs). He states that because he will have to share this information with the President of Bribesalot PLC., the letter should be on firm letterhead, be professional, and contain appropriate legal citations.

For purposes of completing this project divide it into sections as follows:

I. Introduction - In the opening paragraph of the letter, you should explain your understanding of the issues facing the company, and give a description of the general corporate structure of your client;

II. Applicable Laws: The following paragraphs should discuss, in detail, the applicable U.S. anti-bribery laws.

1)Over what activities, and who (both companies and individuals), does the U.S. have jurisdiction to enforce its laws?

2)What activities do the U.S. anti-bribery provisions prohibit and are they are exceptions to those prohibitions?

3)What are the possible penalties associated with the breach of anti-bribery laws, both for the company and any individuals within the company?

4)Are companies obligated to disclose information concerning potential bribery (like the above fact scenario) in their filings, and if so, when are they required to do so?

III. Analysis: The final paragraphs of your letter should synthesize the information discussed above and provide your client with your professional opinion on the potential liability of the company and any individuals within the company and its subsidiary. You should take the facts, apply the law, and come up with your analysis.

To reiterate, the first paragraph of the letter will set forth your knowledge regarding the events at issue. The following paragraphs of the letter will consist of you outlining all the issues per the above. This section will include a statement of the applicable law and your analysis of same given your understanding of the facts.

You need to explain to your client, in terms they can understand, what the laws of the United States are with respect to foreign bribery, whether they are applicable here, and what the potential liabilities associated with the facts are. You want to do so in the simplest terms possible so that the client understands exactly what it is you are saying; but, don t sacrifice thoroughness for simplicity. One of your jobs as an attorney is to be able to explain complicated legal issues to non-lawyers. However, this is a letter, not a legal brief, so be concise and to the point.
Please be sure to cite your sources using footnotes however, since this is a letter, you will not need a reference page. This means that each sentence, where appropriate, must be cited (just citing paragraphs is not appropriate.)