On March 17, the DOJ issued an FCPA Opinion Release addressing the intention of a U.S. financial services company and investment bank (“Requestor”), which is a majority shareholder of a foreign financial services company (“Foreign Company”), to purchase the remaining minority interest in Foreign Company from a foreign businessman (“Foreign Shareholder”) who became a senior government official more than four years after Foreign Shareholder sold his majority interest in Foreign Company to Requestor. Requestor and Foreign Shareholder wanted to use a different valuation method for the minority interest than had been specified in the initial contract and DOJ concluded that it did not have a present intention to take any enforcement action. In reaching its decision, the DOJ focused on whether there were any indicia of corrupt intent and in doing so considered that (1) the purpose of the payment was to sever the parties’ existing financial relationship, which began before the Foreign Shareholder held an official position, and would avoid an ongoing conflict of interest, (2) altering the valuation formula was reasonable because unforeseen market circumstances and legitimate business considerations prompted the renegotiation, (3) the value of the shares would be determined by the binding recommendation of a highly regarded, global accounting firm assessing market value, (4) the Foreign Shareholder would take steps to recuse himself from assisting the Requestor in obtaining or retaining business, and the Requestor had formally notified its senior employees who have contact with the Foreign Shareholder of his official position and his recusal obligations, and (5) both the Requestor and the Foreign Shareholder had demonstrated that appropriate and meaningful disclosure of the parties’ relationship would occur before the sale closes. The Foreign Shareholder already has notified the relevant authorities in the foreign country, the relevant department at the Foreign Shareholder’s agency, each of which approved or did not object to the sale. Before closing, the Requestor will have notified the DOJ, another U.S. regulator, the securities regulator and foreign investment authority in the foreign country. The Requestor also has received written assurance of the purchase’s legality under local law.