Corporate Criminality
The 3 types of personhood for corporations
What are metaphysical, moral, and legal
Defendant needs to do this in order for mail/wire fraud to be charged.
Place or cause to be placed item in mail/post office/tv/email/radio/wire.
The elements of bribery
1. something of value was given, offered, or promised
2. to a federal public official
3. corruptly w/ intent to influence an official act
the three phases of money laundering
1. placement
2. layering
3. integrations
bribery, mail, and wire fraud
The 3 theories for justifying corporate criminal personhood
What are legal fiction theory, legal aggregate, and corporate realism
What are the ways the defendant can intend to commit mail/wire fraud
intending to devise any scheme or artifice to defraud
obtaining money or property by false pretenses or fraud
sell, dispose of, loan, etc. for unlawful purpose any counterfeit money.
The elements of gratuities
Almost same as bribery, but doesn't require quid pro quo. Could merely be a reward for future/past act.
The provision that prohibits knowing transactions were from criminal proceeds
1956(a)(1)
Elements of RICO
1. defendant was associated with or employed by
2. an enterprise affecting interstate commerce
3. defendant was engaged or participated in conduct of enterprise affairs
4. through a pattern of racketeering
The 3 limits on corporate criminal punishment
What are:
1. must advance legit purpose of punishment
2. may not create unacceptable risk of prosecutorial error or abuse
3. only when necessary to address public harm
This is NOT an intent to defraud
What is mere puffery
Approaches to insider trading
1. traditional theory - involves corporate insiders
2. misappropriation theory - involves people who are not corporate insiders, but to whom material non-public info has been entrusted
3. "tippee" - insider shares info with outsider
Provision that prohibits transporting funds across the border
1956(a)(2)
Racketeering elements
requires at least 2 predicate offenses under 1961
Gov must show: 1) continuity and 2) relationship
Moral For: corps do bad things, society sees corps as personified entities, SH aren't being stigmatized
Utilitarian For:legal system will lose legitimacy if people believe corps are escaping punishment, SH assumed risk when investing
Moral Against: punishing innocent SH isn't good, can't send corp. to jail
Utilitarian Against: don't need multiple systems of liability, criminal stigma creates net loss
The nature of the harm must be
What is financial harm.
To meet the scheme to defraud element allegations of deprivation of money or property are required! Property includes intangible property.
Ways to avoid liability of insider trading (10(b)(5))
Trader must abstain from trading or disclose info if 1)he has FD to SH of the stock OR 2) he has FD to source of the info.
Tippee has liability if they were aware that their insider violated their FD's.
Provision that authorizes government to participate in sting operations
1956(a)(3)
This provision makes it a crime to conspire to violate 1962(a),(b), or (c)
1962(d) - RICO Conspiracy
The corporate culture theory of liability
Look at notes too much to type.
To meet the deceit element you need these 2 things
What is material of the falsehood and goes to the nature of the bargain
Forms of accounting fraud
incomplete transactions
round tippers
barter transactions
channel stuffing
keeping thee books open
cost deferrals
cookie jars
related party transactions
hiding debt
fabricated transaction
alternative performance measures
Provision that prohibits spending of laundered money
1957
Types of conspiracy structures
Wheel conspiracy and Chain conspiracy