Or the president as a member of its senior management in its annual filing with SEC and in annual reports. Additionally, hapter 2 the parent's legal department approved the retention of the The FCPA: third-party agent through whom the bribes were arranged Anti-Bribery Provisions despite a lack of documented due diligence and an agency agreement that violated corporate policy; also, an official of the parent approved one of the payments to the third-party evaluate any potential post-acquisition liability and thus agent.'*! Under these circumstances, the parent company ptoperly assess the target's value.'® Second, due diligence had sufficient knowledge and control of its subsidiary’s reduces the risk that the acquired company will continue to actions to be liable under the FCPA. pay bribes. Proper pre-acquisition due diligence can iden- tify business and regional risks and can also lay the founda- Successor Liability tion for a swift and successful post-acquisition integration Companies acquire a host of liabilities when they into the acquiring company’s corporate control and com- merge with or acquire another company, including those aris- pliance environment. Third, the consequences of potential ing out of contracts, torts, regulations, and statutes. As a gen- violations uncovered through due diligence can be handled eral legal matter, when a company merges with or acquires by the parties in an orderly and efficient manner through another company, the successor company assumes the prede- negotiation of the costs and responsibilities for the inves- cessor company’s liabilities.'®? Successor liability is an integral tigation and remediation. Finally, comprehensive due dili- component of corporate law and, among other things, pre- gence demonstrates a genuine commitment to uncovering vents companies from avoiding liability by reorganizing.'” and preventing FCPA violations. Successor liability applies to all kinds of civil and criminal In a significant number of instanc