Litigation and arbitration by lawyers who have worked both sides.

This scenario triggers simultaneous obligations in at least five distinct legal channels, all of which must be managed from the moment the information is confirmed. (1) Internal investigation: The audit committee must immediately retain independent outside counsel (separate from management and the company's regular outside counsel) to conduct a privileged investigation. The CFO cannot be involved in any aspect of the response. (2) SEC disclosure: As a public company, you have a disclosure obligation if this information is material. An undisclosed bribery scheme by the CFO may require prompt public disclosure under Form 8-K. Disclosure counsel must be engaged simultaneously with investigation counsel. (3) DOJ and FBI: Bribery of the company's vendor relationships may constitute federal criminal violations. The investigation team must assess whether and when to involve law enforcement. (4) Civil recovery: The company is a victim and has civil claims against the CFO and the bribed vendor, including fraud, breach of fiduciary duty, and, if the bribery involved a pattern, civil RICO. (5) Employment: Suspension and likely termination of the CFO, with legal advice on confidentiality constraints on communications with other employees. These five tracks must be managed simultaneously by a team with integrated criminal and civil expertise. A firm that handles only investigations, or only criminal defense, or only civil litigation, cannot effectively coordinate all five.

This creates a fundamental conflict: the person normally responsible for coordinating the company's legal response is now a subject of the investigation. The company must retain outside counsel to fill that function immediately, and independent of the GC. The specific steps: (1) The audit committee, not management or the GC, must direct the investigation. The audit committee retains outside counsel reporting directly to the committee. (2) The GC must retain personal outside counsel for their individual defense; the company's counsel cannot represent both the company and the GC once there is a conflict between them. The company may decide to advance legal fees for the GC's personal counsel, but cannot share privileged communications. (3) The GC must be removed from any role in managing the investigation, the company's SEC response, or any decisions related to the matter. (4) The company must assess what information the GC may have had access to in their legal capacity, and whether any of that information is privileged, and by whom that privilege is held. (5) SEC disclosure obligations continue to run and must be managed by outside counsel. The company that manages this transition cleanly, moving decision-making to independent counsel quickly and clearly, is in a far better position with regulators than one that allows the GC to continue coordinating the response while under investigation.

Arbitration usually offers speed, privacy, a decision-maker with commercial experience, and awards that are easier to enforce internationally under the New York Convention. The trade-offs are limited discovery, very limited appellate review, and forum fees. In most commercial relationships the choice was made when the contract was signed, so the practical questions are how to run the proceeding you have and whether related claims against non-parties to the arbitration clause belong in court alongside it.

Civil RICO allows a private plaintiff to recover three times its actual damages, plus attorney's fees, where the injury was caused by a pattern of racketeering activity, typically two or more related predicate acts such as wire fraud or money laundering, conducted through an enterprise. Courts scrutinize civil RICO claims closely and dismiss most of them, so pleading and proof discipline matter more here than in almost any other commercial claim. Used carefully, it is a powerful recovery tool in serious fraud cases; used carelessly, it invites sanctions.

Often, yes, but speed matters. The toolkit includes asset-freeze and injunctive relief, discovery from U.S. banks and correspondent accounts, Section 1782 proceedings in aid of foreign litigation, court-appointed receivers, and recognition of foreign judgments where the assets sit. Tracing work is as much investigative as legal, which is where the firm's investigations background and Spanish- and Portuguese-language capability change what is realistically recoverable.