The latest updates and analysis from Morrison Foerster
October 31, 2023 - Mergers & Acquisitions

Merge, Acquire . . . Voluntarily Self-Disclose?

Earlier this month, Deputy Attorney General Lisa O. Monaco announced an important extension of DOJ’s voluntary self-disclosure policy aimed specifically at incentivizing companies engaged in mergers and acquisitions “to timely disclose misconduct uncovered during the M&A process.” Monaco said that the Department’s goal in rolling out the new policy “is simple: good companies – those that invest in strong compliance programs – will not be penalized for lawfully acquiring companies when they do their due diligence and discover and self-disclose misconduct.”

The aptly named Mergers & Acquisitions Safe Harbor Policy (“M&A Safe Harbor Policy”) affords a presumption of declination of criminal charges against the acquiring company if it:

  1. Promptly and voluntarily discloses criminal misconduct discovered in the acquired entity within specified safe harbor periods;

  2. Cooperates with the ensuing investigation; and

  3. Engages in requisite, timely, and appropriate remediation, restitution, and disgorgement.

Read the full client alert.