Bringing Fairness to FCPA Settlements: Protecting the Corporate Form through Respondeat Inferior Subsidiary Liability

Peter Manda, Attorney, Peter Manda, Esq., USA

The 2012 United States Department of Justice (DOJ) and Securities Exchange Commission (SEC) resource guide to the FCPA (Guide) suggests two theories for imposing liability on an issuer for violations of the FCPA committed by one of its subsidiaries. First, a parent can be found to have directed a violation of the FCPA if it “participated sufficiently” in a subsidiary’s actions. Second, a parent will be found liable if it is found to control the subsidiary under principles of respondeat superior. In that case, a parent will be held liable if any agent under its control engages in a violation of the Act.

Peter Manda has been general counsel to LMCK Partners, LLC and has worked as in-house counsel to the automotive and precision instrument industries in the United States and Japan. After graduating from Temple Law School, Peter clerked at the United States

LMCK Partners, LLC is a public private partnership focused on opportunities in distressed and disadvantaged communities. LMCK contributes to publicly-sponsored economic development initiatives for private sector participation in the Central New Jersey reg