Karen A. Popp

KAREN POPP is a highly regarded and well-known leader in the field of white collar defense, internal investigations, crisis management, and compliance. She is the recipient of The National Law Journal 2024 “Lifetime Achievement Award” in honor of her career-long accomplishments and impact on the legal community. 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 USA recognizes Karen as a leader in the fields of White Collar and FCPA, Chambers Global recognizes her in the field of FCPA (USA), National Law Journal named her a Crisis Leadership Trailblazer, Global Investigations Review named her a “Top 30 FCPA Practitioner in the U.S.A.,” Euromoney Expert Guides 2021 edition of the “Best of the Best USA” named her a “Top 30 White Collar Crime” practitioner, and Benchmark Litigation named her a National “White Collar Defense Star.” 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. She began her career on Wall Street at a different firm.

Karen represents clients across a host of industries and often in crisis situations. Her clients range from major corporations to non-profit/higher education institutions, and to prominent business, political, and sports figures, including a U.S. Presidential Cabinet Member, Corporate CEO, Corporate General Counsel, Congressional candidate, senior FBI official, NFL team senior officer, NFL coach, and Big Ten football coach. She has been retained to conduct confidential internal investigations in more than 70 countries, defend corporations and individuals in government investigations, and advise corporate boards and management relating to alleged FCPA and OFAC violations, money laundering, securities and financial fraud, accounting irregularities, environmental crimes, kickbacks, tax fraud, qui tams, misuse of corporate assets, false claims, antitrust, corruption, fraud, whistleblower, campaign finance violations, and board/senior management misconduct.

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 and an executive in the auto industry in environmental and antitrust related investigations.
• Conducted global independent internal investigations into FCPA allegations at Key Energy and Statoil.
• Conducted internal investigations and advised corporate boards relating to claims of “Me Too,” racial, gender, inequality, and other misconduct by board members and senior officers.
• Represented Duke Energy in Clean Water Act prosecutions by DOJ over the company’s North Carolina coal ash ponds and oil spill into the Ohio River and in the antitrust resolution regarding Osprey Energy.
• Represented Laureate Education, Inc., one of the world’s largest higher education institutions, in connection with a qui tam action. After an extensive internal investigation and considerable engagement with the U.S. Department of Justice, successfully convinced DOJ to decline to intervene in the qui tam action and the relators subsequently dismissed the case.
• Assisted the investigation of the Board of Directors of the Human Rights Campaign and the Human Rights Campaign Foundation related to the inclusion of the organizations’ president, Alphonso David, in the New York Attorney General’s report of the investigation of Governor Andrew Cuomo.
• Represented a senior officer at the National Football League (NFL) Washington Commanders Football Team, in an NFL investigation into the organization’s culture, policies, and allegations of workplace misconduct, including allegations of sexual harassment from 15 female former employees.
• Represented companies in State Attorney General investigations involving alleged false claims and qui tams.
• Successfully represented a U.S. presidential cabinet member in DOJ and congressional investigations.

Karen also assists clients in designing and enhancing corporate compliance and ethics programs, and has served 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.

Karen has been repeatedly recognized for her work as a lawyer and contributions as a trailblazer in the legal field. Legal 500 US notes that, “The ‘highly experienced and knowledgeable’ Karen Popp provides ‘expert and practical advice.’” Global Investigation Review named Karen as one of the “Top 100 Women in Investigations” in the world. Washingtonian magazine has named Karen to the Lifetime Achievement honor roll of “Top Lawyers Hall of Fame,” and repeatedly includes Karen in Washingtonian’s roster of “Top Lawyers in Washington” for Criminal Defense — White Collar. She has been recognized yearly by The Best Lawyers in America in Criminal Defense: White-Collar and Commercial Litigation and has been repeatedly named by Super Lawyers magazine as one of the Top 100 lawyers in Washington, a recognition based on a vote of peers. Legal 500 Latin America recommended her for Compliance and Investigations (2024). Karen is also listed in Who’s Who Legal: Thought Leaders in Investigations, Who’s Who Legal: Business Crime Defense and Who’s Who Legal: 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 Benchmark Litigation’s “Top 250 Women in Litigation” list, a publication honoring the achievements of female lawyers in litigation practices in the United States, including most recently in 2023. Karen also was recognized by Benchmark Litigation as a Washington, D.C. “Litigation Star” (2022–2025). Super Lawyers magazine has repeatedly 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. Karen has received two honorary doctorate degrees – a Doctor of Public Service from the University of North Carolina at Charlotte and a Doctor of Laws from Converse University.

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 and was inducted into Phi Beta Kappa at 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.

Representative Matters

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 Investigations Engagements

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.
• Laureate Education, Inc., one of the world’s largest global network of degree-granting higher education institutions, in connection with a qui tam action brought by two former students alleging that one of its universities, Walden University, submitted false claims to the government related to the content and cost of Walden’s Masters of Science in Nursing program, as well as the availability of clinical site practicum placements related to that program. After an extensive internal investigation and considerable engagement with the U.S. Department of Justice, successfully convinced DOJ to decline to intervene in the qui tam action and the relators subsequently dismissed the case.
• 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.
• 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.

Internal Investigations in Alleged Misconduct of Senior Management/Board Members

Karen regularly assists boards and corporations in conducting internal investigations into allegations of wrong-doing by board members and senior management. Her recent experience includes:

• Assisting the investigation of the Board of Directors of the Human Rights Campaign and the Human Rights Campaign Foundation related to the inclusion of the organizations’ president, Alphonso David, in the New York Attorney General’s report of the investigation of Governor Andrew Cuomo.
• Leading the internal investigation into allegations of sexual misconduct against the CEO of a multinational consumer electronics retailer and the associated crisis management when the matter was leaked to the press.
• Representing Ohio State University (OSU) Head Football Coach Urban Meyer in an investigation related to allegations against an assistant coach and Coach Meyer’s handling of the situation. The matter received significant national media attention. The OSU Board of Trustees retained former DOJ and SEC official, Mary Jo White, to lead the investigation. Sidley defended Coach Meyer in that investigation, represented him before the Board and led Coach Meyer’s response to the intense media coverage.
• Conducting a highly sensitive and confidential internal investigation for a Special Committee of a healthcare company’s Board of Commissioners involving sexual harassment allegations related to a high profile Board member and an employee of the company.
• Assisting the audit committee of a major biotechnology company in conducting an independent review of potential conflicts of interest and breaches of fiduciary duties on behalf of the that may have arisen involving several Officers and/or members of the company's Board of Directors.
• Leading an internal investigation on behalf of a major life insurance company and handled related crisis management regarding allegations that senior management was creating a toxic or hostile work environment that was causing employees to feel bullied, threatened, and/or harassed.
• Assisting a finance company in conducting a significant internal investigation into serious and wide-ranging “Me Too” claims against a senior employee.
• Assisting a major non-profit organization related to whistleblower allegations against a board member.

Representative Engagements by Individuals

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.
• Ohio State Football Coach Urban Meyer related to an investigation into allegations arising from athletic department issues.
• 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.
• A senior officer at the National Football League (NFL) Washington Commanders Football Team, in an NFL investigation into the organization’s culture, policies, and allegations of workplace misconduct, including allegations of sexual harassment from 15 female former employees.
• 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 the co-founder and global chair of the Women’s White Collar Defense Association (WWCDA). The group started with 10 members in Washington, D.C., growing to more than 4,500 members in 51 locations around the world. She is the chair of the Chief Compliance Officers’ Forum and serves on the Editorial Board of the Global Investigations Review. Karen also is a member of the Planning Committee for the ABA National Institute on White Collar Crime and the Planning Committee for the ABA Criminal Justice Section for the Global White Collar Crime Institute.

Karen was appointed by the N.C. Governor to the Commission on the Governance of Public Universities in North Carolina. The Commission was established in November 2022 to advise the Office of the Governor and the public on the status of public higher education governance in North Carolina and on strategies to successfully position the state’s universities (UNC System) for the future. At UNC Chapel Hill, Karen serves on the Boards of the Kenan Institute of Private Enterprise and the UNC School of Law Alumni Association. She previously served as UNC Charlotte’s Chair of the Board of Trustees and Chair of the Foundation Board, and as President of the UNC Law Alumni Association. Karen is a Distinguished Fellow at Duke Law School and an Adjunct Professor at UNC Law School, where she teaches Government Enforcement and Global Corporate Compliance at both schools.

Karen previously served on the Advisory Committee on Judicial Conduct for the U.S. Courts of the District of Columbia Circuit, Advisory Board for the Women’s Power Summit on Law, and Leadership & Class Committee for the DirectWomen Board Institute. 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. Karen also served on the faculty of the National Institute for Trial Advocacy and the Advisory Board for Best Buddies International, Inc.

Karen is an active participant and role model in the communities of which she is a member. She is global chair and co-founder of the Women’s White Collar Defense Association, 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.