The Guide



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The Guide

Released by the Department of Justice and the Securities and Exchange Commission, A Resource Guide to the U.S. Foreign Corrupt Practices Act, Second Edition, is a detailed compilation of information and analysis regarding the Foreign Corrupt Practices Act (FCPA) and related enforcement. It is the product of extensive efforts by experts at DOJ and SEC and has benefited from valuable input from the Departments of Commerce and State. The Guide endeavors to provide helpful information to the public, including practitioners and enterprises of all shapes and sizes—from small businesses transacting abroad for the first time to multinational corporations with subsidiaries around the world.

Originally released in November 2012 and updated in July 2020, the Guide addresses a wide variety of topics, including who and what is covered by the FCPA’s anti-bribery and accounting provisions; the definition of a “foreign official”; the jurisdictional reach of the FCPA; types of proper and improper payments; application of successor liability in the mergers and acquisitions context; the hallmarks of an effective corporate compliance program; and the different types of civil and criminal resolutions available in the FCPA context. The Guide also sets out the factors considered by DOJ and SEC when deciding to open an investigation or bring charges, such as among others, voluntary self-disclosure, full cooperation, and timely and appropriate remediation, including implementation of an effective compliance and ethics program. On these and other topics, the Guideprovides detailed information about the statutory requirements as well as insight into DOJ and SEC enforcement policies and practices through hypotheticals, examples of enforcement actions and declinations, and summaries of applicable case law.

Report a FCPA Violation FCPA.Fraud@usdoj.gov

A version of the Guide for printing and binding is available here.

Doing Business with Fannie Mae

This part describes the requirements a lender must satisfy to become a Fannie Mae-approved seller and servicer of residential home mortgage loans. This part also includes information on an approved lender’s contractual obligations, procedures for obtaining technology applications, and requirements for maintaining lender eligibility. It includes the following subparts: Approval Qualification, Lender Contract, Getting Started With Fannie Mae, Maintaining Seller/Servicer Eligibility.

Origination thru Closing

This part provides the requirements for originating conventional and government loans for sale to Fannie Mae. It includes the following subparts: Loan Application Package, Eligibility, Underwriting Borrowers, Underwriting Property, Unique Eligibility and Underwriting Considerations, Government Programs Eligibility and Underwriting Requirements, Insurance, Closing: Legal Documents.

The

Selling, Securitizing & Delivering

This part describes the requirements associated with the two primary ways lenders transact business with Fannie Mae: selling whole loans for cash and pooling loans into Fannie Mae mortgage-backed securities (MBS), which includes Uniform Mortgage-Backed Securities (UMBS). It includes the following subparts: General Information on Execution Options and Loan Delivery, Whole Loan Transactions, Mortgage-Backed Securities (MBS).

Ensuring Quality Control

The Guide

This part discusses the quality control process for lenders and Fannie Mae. It includes the following subparts: Lender QC Process, Fannie Mae QC Process.

Quick Reference Materials

Guide

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This part provides reference materials to support this Guide.