DOJ official: Compliance must have ‘prominent seat’ at M&A decision table

The Department of Justice (DOJ) is gearing up to provide more guidance on voluntary self-disclosures (VSD) in the mergers and acquisitions (M&A) space and the role compliance should play.

Principal Associate Deputy Attorney General Marshall Miller said in remarks delivered at an industry event Thursday that the agency has received “lots of feedback” from the private sector regarding self-disclosures in M&A since publishing its new VSD policy earlier this year. The policy is part of a wider DOJ push to incentivize companies self-reporting apparent instances of white-collar crime, including through increased leniency toward issues discovered during post-acquisition due diligence.

“Encouraging corporate responsibility includes avoiding unintended consequences, like deterring companies with good compliance programs from acquiring companies with histories of misconduct,” said Miller. “Acquiring companies should not be penalized when they engage in careful pre-acquisition diligence and timely post-acquisition integration to detect and remediate misconduct at the acquired company’s business.”