Page 107 - U.S. FOREIGN CORRUPT PRACTICES ACT

A Resource Guide to the U.S. Foreign Corrupt Practices Act. Second Edition.

of Representatives and the Select Committee on this title [Section 30A of the Exchange Act]), or
Intelligence of the Senate. any rule or regulation thereunder the violation
of which is made unlawful or the observance of
(4) No criminal liability shall be imposed which is required under the terms of this chapter,
for failing to comply with the requirements of or any person who willfully and knowingly makes,
paragraph (2) of this subsection except as provided or causes to be made, any statement in any
in paragraph (5) of this subsection. application, report, or document required to be
filed under this chapter or any rule or regulation
(5) No person shall knowingly circumvent or thereunder or any undertaking contained in a
knowingly fail to implement a system of internal registration statement as provided in subsection
accounting controls or knowingly falsify any book, (d) of section 78o of this title, or by any self-
record, or account described in paragraph (2). regulatory organization in connection with an
application for membership or participation
(6) Where an issuer which has a class of therein or to become associated with a member
securities registered pursuant to section 78l of thereof which statement was false or misleading
this title or an issuer which is required to file with respect to any material fact, shall upon
reports pursuant to section 78o(d) of this title conviction be fined not more than $5,000,000,
holds 50 per centum or less of the voting power or imprisoned not more than 20 years, or both,
with respect to a domestic or foreign firm, the except that when such person is a person other
provisions of paragraph (2) require only that the than a natural person, a fine not exceeding
issuer proceed in good faith to use its influence, $25,000,000 may be imposed; but no person shall
to the extent reasonable under the issuer’s be subject to imprisonment under this section
circumstances, to cause such domestic or foreign for the violation of any rule or regulation if he
firm to devise and maintain a system of internal proves that he had no knowledge of such rule or
accounting controls consistent with paragraph (2). regulation.
Such circumstances include the relative degree of
the issuer’s ownership of the domestic or foreign (b) Failure to file information, documents, or
firm and the laws and practices governing the reports
business operations of the country in which such
firm is located. An issuer which demonstrates Any issuer which fails to file information,
good faith efforts to use such influence shall be documents, or reports required to be filed under
conclusively presumed to have complied with the subsection (d) of section 78o of this title or any rule
requirements of paragraph (2). or regulation thereunder shall forfeit to the United
States the sum of $100 for each and every day
(7) For the purpose of paragraph (2) of this such failure to file shall continue. Such forfeiture,
subsection, the terms “reasonable assurances” which shall be in lieu of any criminal penalty for
and “reasonable detail” mean such level of detail such failure to file which might be deemed to
and degree of assurance as would satisfy prudent arise under subsection (a) of this section, shall be
officials in the conduct of their own affairs. payable into the Treasury of the United States and
shall be recoverable in a civil suit in the name of
[Reminder of the statute omitted] the United States.

* * * (c) Violations by issuers, officers, directors,
stockholders, employees, or agents of issuers
15 U.S.C. § 78ff Penalties [Section 32 of the
Securities Exchange Act of 1934] (1)(A) Any issuer that violates subsection (a) or
(g) of section 78dd-1 [Section 30A of the Exchange
(a) Willful violations; false and misleading Act] of this title shall be fined not more than
statements $2,000,000.

Any person who willfully violates any provision (B) Any issuer that violates subsection (a) or (g)
of this chapter (other than section 78dd-1 of of section 78dd-1 [Section 30A of the Exchange Act]

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