Corporate Internal Investigations

Steven F. Molo

Suspected wrongdoing can arise in many areas: environmental law, insider trading, tax law and accounting, to name a few.

Corporate Internal Investigations will help you act quickly to address allegations of corporate misconduct and avoid indictment and civil exposure. It provides detailed analysis of the legal and practical issues inherent in internal investigations, including: corporate and individual criminal liability; duties of officers and directors; conducting witness interviews; reviewing and tracking documents; grand jury and other government methods of gathering evidence; supervising experts and investigators; parallel proceedings; the attorney-client privilege and the work product doctrine; reports of investigation and their confidentiality; international investigations; and persuading prosecutors not to indict.

Corporate Internal Investigations keeps you current on developments under the Justice Department's revised “Dual and Successive Prosecution Policy” and “Leniency Policy for Individuals,” and introduces the Department's policy for “Federal Prosecution of Corporations,” including factors to weigh in charging a corporation. It also contains developments on using the Internet to conduct internal investigations and defend clients under criminal investigation.

Book #00620; looseleaf, one volume, 1,542 pages; published in 1993, updated as needed.
ISBN: 978-1-58852-059-3

Table of contents

• Title
• Copyright
• Dedication
• Preface
• Acknowledgment
• Biographies of Authors
• CHAPTER 1: An Overview of Corporate Criminal Liability: The Principles and Process Governing Its Imposition
• CHAPTER 2: Overview of Federal Enforcement of Corporate Misconduct
• CHAPTER 3: Duties of Directors and Officers
• CHAPTER 4: Overview of Corporate Internal Investigations
• CHAPTER 5: Multiple Representation and Issues Involving Separate Counsel for Directors, Officers and Employees
• CHAPTER 6: The Attorney-Client Privilege
• CHAPTER 7: The Work Product Doctrine
• CHAPTER 8: Gathering, Organizing, and Controlling Documents and Data
• CHAPTER 9: Conducting and Memorializing Witness Interviews
• CHAPTER 10: Experts, Summary Witnesses, Accountants and Investigators
• CHAPTER 11: Reports of Investigation: Their Contents and Their Confidentiality
• CHAPTER 12: The Grand Jury
• CHAPTER 13: Other Government Methods of Gathering Evidence
• CHAPTER 14: Parallel Proceedings
• CHAPTER 15: Dealing with the Prosecutors During the Investigation
• CHAPTER 16: Persuading the Prosecutor Not to Indict
• CHAPTER 17: The Internet
• Table of Appendices
• Appendix A-1 DOJ Antitrust Division, Leniency Policy and Procedures (June 2022)
• Appendix A-2 DOJ Antitrust Division, Leniency Policy and Procedures (March 2024)
• Appendix A-3 DOJ Antitrust Division, Frequently Asked Questions About the Antitrust Division’s Leniency Program (Jan. 3, 2023)
• Appendix A-4 DOJ, Antitrust Division, Model Corporate Conditional Leniency Letter (April 25, 2025)
• Appendix A-5 DOJ, Antitrust Division, Model Individual Conditional Leniency Letter (Oct. 20, 2025)
• Appendix A-6 DOJ, Antitrust Division, Model Dual Investigations Acknowledgement Form (Apr. 4, 2022)
• Appendix B Communications with Represented Persons (Department of Justice, 28 CFR Part 77)
• Appendix C Justice Manual 9-27.110, Principles of Federal Prosecution (Jan. 2023)
• Appendix C-1 Justice Manual 9-28.000, Principles of Federal Prosecution of Business Organizations (May 2024)
• Appendix D Sample United States Attorney Southern District of New York Deferred Prosecution Agreement (April 22, 2020)
• Appendix E SEC Accounting and Auditing Enforcement Release No. 1470
• Appendix F US Sentencing Commission, Worksheets for Sentenced Individuals (April 2024)
• Appendix G Form of Indemnity Agreement for Directors and Executive Officers
• Appendix H DOJ/Deputy Attorney General Memorandum-Principles of Federal Prosecution of Business Organizations
• Appendix I DOJ & FTC, Antitrust Guidelines for International Enforcement and Cooperation (Jan. 13, 2017)
• Appendix J Gary R. Spratling, Deputy Assistant Attorney General, Negotiating the Waters of International Cartel Prosecutions, Antitrust Division Policies Relating to Plea Agreements in International Cases (March 4, 1999)
• Appendix K DOJ/Deputy Attorney General Memorandum-Selection and Use of Monitors in Deferred Prosecution Agreements and Non-Prosecution Agreements with Corporations
• Appendix L August 2008 Filip Guideline
• Appendix M July 9, 2008 Letter to Patrick Leahy and Arlen Specter from Mark Filip
• Appendix N SEC Policy Statement Concerning Cooperation by Individuals in Its Investigations and Related Enforcement Actions
• Appendix O Alonso Memorandum
• Appendix P Recommendations for Electronically Stored Information (ESI) Discovery Production in Federal Criminal Cases
• Appendix P-1 Sample Discovery Protocol Memorandum
• Appendix P-2 Discovery Protocol Memorandum Template
• Appendix Q DOJ Crim Div. & SEC Enforcement Div., A Resource Guide to the U.S. Foreign Corrupt Practices Act, Second Edition(July 2020)
• Appendix R Individual Accountability for Corporate Wrongdoing
• Appendix S Justice Manual 9-47.120, Criminal Division Corporate Enforcement and Voluntary Self-Disclosure Policy (updated Nov. 2024)
• Index