Anti-Corruption Report Quotes Daniel Bernstein on Evolving Compliance Risks in Contracts

Daniel Bernstein, Arnold & Porter White Collar Defense & Investigations counsel, was recently quoted in the Anti-Corruption Report article, “Compliance Reps and Warranties: Definitions and Goals,” the first in a four-part series examining the role of compliance representations and warranties in managing legal and regulatory risk.

Daniel noted that compliance representations and warranties “are a form of legal protection and risk allocation,” as well as an “expression of a company’s values and of what matters to a company.”

“They are an indication of what the company and its stakeholders care about,” he said.

Daniel further discussed how, as laws and regulations change, “long-term contracts or old contracts where companies are using representations and warranties made a long time ago” can become outdated. For example, a counterparty or supply chain link “that was not on people’s radar screens when a contract was entered into may now pose a problem.” Cross-border transactions can give rise not only to anti-corruption risks (including under the FCPA) but also to emerging sanctions and other risks, he observed.

Daniel recommended that companies periodically assess the compliance representations they are making and receiving. He added that mechanisms may be available to adapt to evolving risks, even in older contracts.

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