Partner

Karen A. Popp

Commercial Litigation and Disputes
Privacy and Cybersecurity
White Collar: Government Litigation and Investigations

kpopp@sidley.com

Washington, D.C. +1 202 736 8053

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KAREN A. POPP is the global co-leader of the firm’s White Collar: Government Litigation and Investigations group. Karen’s practice focuses on high-stakes matters with legal, political and public relations components, such as global internal investigations, defense against U.S. Department of Justice and SEC Enforcement investigations, Congressional investigations, OIG and State Attorney General actions, corporate compliance, and litigation. Chambers Global and Chambers USA recognize her as a leader in the fields of White Collar and FCPA. Karen previously served as Associate White House Counsel to President Clinton, a lawyer in the Office of Legal Counsel at the U.S. Department of Justice and an Assistant U.S. Attorney in New York.

Karen represents clients across a host of industries and often in crisis management situations. Her clients range from major corporations to prominent business, political and sports figures, including a U.S. Presidential Cabinet Member, senior FBI official, a Corporate CEO and a Big Ten football coach. She has been retained to conduct confidential internal investigations in more than 70 countries and to defend corporations and individuals in government investigations relating to alleged FCPA and OFAC violations, securities and financial fraud, accounting irregularities, environmental crimes, kickbacks, tax fraud, qui tams, misuse of corporate assets, false claims, antitrust, corruption, fraud, whistleblower and “Me Too” claims. Her recent experience includes

Successfully obtained prosecutorial declinations for companies in significant criminal investigations.
Represented numerous companies and individuals in connection with FCPA investigations before the Department of Justice and SEC. These large-scale investigations span dozens of countries across the globe.
Successfully led a major international internal investigation into significant consumer fraud allegations against a major U.S. corporation.
Successfully represented Ohio State Football Coach Urban Meyer related to an investigation into allegations arising from athletic department issues.
Represented two major corporations in auto industry in environmental related investigations.
Conducted a global Independent Internal Investigation into FCPA allegations at Key Energy.
Conducted an internal investigation into “Me Too” allegations against a senior employee of a major company.
Represented companies in State Attorney General investigations involving alleged false claims and qui tams.
Represented Duke Energy in Clean Water Act prosecutions by DOJ over the companies’ North Carolina coal ash ponds and oil spill into the Ohio River and in the Antitrust resolution regarding Osprey Energy.
Successfully represented a senior executive of an auto parts manufacturer in a criminal cartel investigation into allegations of price-fixing, bid-rigging and market allocation.
Successfully represented a U.S. Presidential Cabinet member in DOJ and congressional investigations.
Represented a senior oil executive in a multi-national anti-corruption investigation.

Karen also assists clients in designing and enhancing corporate compliance and ethics programs, and currently serves as outside counsel to several corporate compliance departments. She has conducted global compliance and risk assessments for numerous U.S. and non-U.S. companies. Karen helps companies to respond to internal allegations of wrongdoing, conducts training for Boards of Directors, management, compliance departments and other company personnel, and conducts compliance due diligence regarding corporate acquisitions and joint ventures.

Repeatedly recognized for her work, The Legal 500 US notes that, “The ‘highly experienced and knowledgeable’ Karen Popp provides ‘expert and practical advice.’” Benchmark Litigation names Karen a “Litigation Star” (both nationally and in Washington, D.C.) for her White Collar practice. Global Investigation Review named Karen as one of the “Top 100 Women in Investigations” in the world. Washingtonian magazine has repeatedly included Karen in its roster of “Top Lawyers in Washington” for Criminal Defense — White Collar and she has been recognized yearly by The Best Lawyers in America in Criminal Defense: White-Collar and Commercial Litigation and has been named by Super Lawyers magazine as one of the Top 100 lawyers in Washington, a recognition based on a vote of peers. Karen has also been recognized by the International Who’s Who of Business Crime Defence Lawyers, International Who’s Who of Investigations and Who’s Who Legal: Thought Leaders in Investigations. Karen was selected in 2015 as one of the “Ethisphere Attorneys Who Matter” for making a significant difference in the ethics and compliance fields through the private practice of law. She has been named for several years to the Top 250 Women in Litigation, a publication honoring the achievements of female lawyers in litigation practices in the United States. Super Lawyers magazine has named her one of the “Top 50 Women Lawyers in Washington, D.C.” The recipient of the “First Annual Transformative Leadership Award” given by InsideCounsel Magazine in 2010, Karen also was the 2006 recipient of the “Star of the Bar” award by the Women’s Bar Association of the District of Columbia. She received the “Thurgood Marshall Award” given by the New York City Bar Association and was the first recipient of the “Laurie A. Miller Leadership Award” for the Advancement of Women in White Collar Defense. Karen also received the first-ever “GIR Award” for Services to Diversity.

Before joining Sidley, Karen served as Associate White House Counsel to the President of the United States, where she advised President Clinton and the White House staff on congressional and grand jury investigations and domestic policy issues. She worked with senior administration officials at various federal agencies and congressional members and staffs on the administration’s policy initiatives.

Prior to joining the White House, Karen served in the Office of Legal Counsel at the U.S. Department of Justice where she advised Attorney General Janet Reno and the Department, the White House and other agencies of the executive branch on a wide range of legal matters. Before moving to Washington, D.C., Karen was an Assistant U.S. Attorney in the U.S. Attorney’s Office for the Eastern District of New York, where she prosecuted RICO and other charges involving fraud, bribery, extortion, tax evasion, money laundering, obstruction of justice, witness tampering and perjury.

Karen was a commercial litigator in New York City for five years before joining the government. While on Wall Street, she represented corporations and investment banking firms in a wide range of litigation matters, including securities fraud and hostile corporate takeovers.

Karen graduated cum laude from the University of North Carolina School of Law, where she served as an editor on the North Carolina Law Review and was a member of the Order of the Coif. Upon graduation from law school, Karen clerked for the Honorable Sam J. Ervin III of the U.S. Court of Appeals for the Fourth Circuit. She received her undergraduate degree from the University of North Carolina at Charlotte, where she graduated cum laude, and thereafter studied law at Oxford University before attending UNC School of Law.

A frequent speaker at national conferences and before various other groups, Karen has provided legal commentary on CNN, Fox News and NPR, and served as a consultant on the television show The West Wing.

Experience

The breadth of Karen’s practice at Sidley is reflected in the following sampling of her representative engagements.

FCPA

Karen has been involved in numerous FCPA matters involving corporate activities in 70+ countries, and has represented:

A major international oil company in internal and government investigations involving allegations of international bribery and violations of the FCPA in 30+ countries
Numerous Life Science companies in internal and government investigations arising from allegations of FCPA and OFAC violations in 40+ countries
A major defense contractor in an internal investigation relating to joint venture operations in the Middle East
A conglomerate corporation in a multi-country internal investigation and related government investigations
An international retail clothing store chain in several worldwide investigations relating to allegations of FCPA violations, other bribery, fraud and compliance policy violations
A major technology company in an FCPA investigation in China
A national non-profit organization relating to allegations of violating FCPA, OFAC and other laws and compliance rules relating to international operations, and in congressional, OIG, DOJ and State Attorney General investigations relating to fraud
Automotive companies in various anti-corruption compliance issues
Companies in Brazil and other Latin American countries:
- A medical device manufacturer in an internal investigation related to corruption allegations and thereafter in connection with a federal lawsuit filed by a group of Brazilian insurers known as the Associacao Brasileira de Medicina de Grupo (Abramge). The allegations were based on a Brazilian news report that allegedly captured distributors offering secret cash commissions to an undercover reporter posing as a Brazilian surgeon. This reporting led to hearings by the National Congress of Brazil on what is now more commonly known as the “Prosthetics Mafia.”
- An internal investigation and compliance assessments for a global healthcare company, including in Mexico. Sidley helped the Company self-disclose the issues to the DOJ and made two presentations to the DOJ’s FCPA unit. The DOJ has closed the matter and sent the Company a declination letter.
- A global retail company for many years in numerous worldwide investigations, including Latin America, relating to allegations of bribery, fraud and embezzlement. Some members of senior management in this U.S. company’s foreign subsidiaries have been implicated in the matters investigated. Sidley also advises the company’s compliance department on an ongoing basis.
- A special committee of an oil and gas company for an internal investigation that looked into potential violations of the FCPA that allegedly had been committed by employees of the company’s subsidiaries in Mexico, and other Latin American countries, as well as Russia.
- Numerous corporate clients from a wide range of industries in compliance and risk assessment matters regarding their operations in Brazil and other Latin American countries.
A KBR executive in the DOJ/SEC investigations of FCPA violations by KBR/Halliburton
A senior oil executive in a multi-country anti-corruption investigation
An executive in the financial industry in an FCPA investigation in Asia
Several major corporations and financial entities in building compliance programs and conducting proactive FCPA risk assessments with remedial steps and compliance due diligence on M&A and joint venture transactions

Other Internal and Government Engagements at Sidley

Karen regularly assists corporations facing internal and government investigations. Among those she has represented are:

A major auto industry company relating to allegations of fraud
A company in conducting a significant internal investigation into serious and wide-ranging Me Too claims against a senior employee
A major technology company in an internal investigation relating to accounting irregularities in foreign operations
A major food distribution corporation in a S.D.N.Y. investigation, as well as internal investigations involving allegations of bribery, antitrust violations, unfair trade practices, kickbacks, employment discrimination and other violations of company ethics and compliance policies
A national real estate holding company in several internal investigations involving allegations of bribery, tax and accounting fraud and executive misuse of corporate assets
A transportation company in several internal, federal and state investigations relating to bribery and fraud
A national electronic services corporation in an internal investigation arising from allegations of fraud and other commercial wrongdoing
A major technology company in a DOJ investigation
A major non-profit organization related to whistleblower allegations against a board member
An international retail corporation in an internal investigation relating to stock option grants, and a national department store corporation in internal, SEC and DOJ investigations into allegations relating to securities fraud and accounting irregularities
A monoline insurance corporation in several internal investigations relating to allegations of market manipulation through cybersmearing by company executives and employees and a separate investigation into alleged fraud and other misconduct by an officer of the company
Major Life Science corporations in internal, DOJ and State AG investigations of alleged fraud, kickbacks, qui tams and other violations of the False Claims Act
A labor-related company in investigations by the SEC, DOJ and Congress, among others, relating to alleged securities fraud and other commercial misconduct
A major psychiatric hospital corporation in several internal and DOJ investigations involving alleged kickbacks and False Claims, and in related litigation to stop the airing of a 60 Minutes II program based upon a hidden camera in one of the psychiatric hospitals

Representative Engagements by Individuals at Sidley

Karen also represents individuals facing a government investigation or other allegations of wrongdoing. She has represented:

A senior executive of a non-U.S. telecommunications company relating to FCPA issues
An executive of a financial institution regarding FCPA issues arising from the hiring of interns who are government officials’ children
The president of a Life Science company relating to allegations of fraud and False Claims.
The CEO of a transportation company in a perjury investigation
Senior executive of an auto parts manufacturer in a criminal cartel investigation into allegations of price-fixing, bid-rigging and market allocation
A bank executive in the municipal bond market antitrust investigation by DOJ and the SEC
U.S. Presidential Cabinet member in DOJ and congressional investigations
Senior oil executive in a multi-country anti-corruption investigation
Senior financial officer of McKesson HBOC in the accounting irregularity investigation by the SEC and DOJ
The CEO of an international animal medicine corporation in an investigation by the SEC and DOJ into alleged securities fraud
A dozen employees of a major technology corporation relating to an investigation by the SEC and DOJ for alleged securities fraud
A partner of a major accounting/consulting firm in a criminal and civil investigation by DOJ for work as a consultant to a hospital corporation
An investment banker in an SEC and NASD investigation relating to alleged securities fraud
An executive of a major national bank in the market timing investigation conducted by the NY State Attorney General
Employees of a global investment firm in a federal and state corruption investigation of the state Governor and Treasurer
A senior government official in the Countrywide bank loan investigations by DOJ, Congress and OIG
An FBI official in the federal leak investigation and civil litigation relating to the anthrax investigation after 9/11
A senior government official regarding fraud, misuse of government property, and other alleged misconduct; represented another senior government official regarding allegations of kickbacks

Karen is an active participant and role model in the communities of which she is a member. She is chair and co-founder of the Women’s White Collar Defense Bar of Washington, D.C., and regularly serves on boards and committees. She previously served as a tutor to college-bound high school students and on the Advisory Board for Best Buddies International, Inc. Her work for improving the retention and advancement of women in the legal profession led to her being named a 2006 “Star of the Bar” by the Women’s Bar Association of Washington, D.C. Karen received the “Thurgood Marshall Award” given by the New York City Bar Association for her work in successfully defending an inmate on North Carolina’s death row.

Karen is the chair of the Chief Compliance Officers’ Forum and serves on the Editorial Board of the Global Investigations Review. She also is a member of the Planning Committee for the ABA National Institute on White Collar Crime, the Planning Committee for the ABA Criminal Justice Section for the Global White Collar Crime Institute and a member of the Advisory Committee on Judicial Conduct for the U.S. Courts of the District of Columbia Circuit. Karen is the co-founder and global chair of the Women’s White Collar Defense Association, and serves on the Advisory Board for the Women’s Power Summit on Law and Leadership.

Karen holds several leadership positions at the University of North Carolina (UNC) at Chapel Hill. She serves as chair of the Board for the Kenan Institute of Private Enterprise, and President of the UNC School of Law Alumni Association and Chair of its Board of Directors. She previously served as the chair of the Board of Trustees and Foundation Board at UNC Charlotte.

Karen is a fellow of the American Bar Foundation and a member of the Community Advisory Board for the Ackland Art Museum. She is a former member of the Board of Directors for the Higher Education Works Foundation and of the North Carolina Council for Women, a position to which she was appointed by the governor of the state. She has also served on the faculty of the National Institute for Trial Advocacy. Karen also previously served on the Advisory Board for Best Buddies International, Inc.

Credentials

Admissions & Certifications

U.S. Supreme Court
U.S. Court of Appeals, 2nd Circuit
U.S. Court of Appeals, 4th Circuit
U.S. District Court, District of Columbia
U.S. District Court, District of Maryland
U.S. District Court, E.D. of New York
U.S. District Court, S.D. of New York
U.S. District Court, E.D. of North Carolina
U.S. District Court, M.D. of North Carolina
U.S. District Court, W.D. of North Carolina
District of Columbia
New York
North Carolina

Education

University of North Carolina School of Law, J.D., 1985 (cum laude, Order of the Coif)
University of North Carolina - Charlotte, B.A., 1980 (cum laude)

Clerkships

Sam J. Ervin III, U.S. Court of Appeals, 4th Circuit (1985 - 1986)