FacultyFaculty/Author Profile

Margaret M. Ayres

Davis Polk & Wardwell LLP

Washington, DC, USA

Margaret M. Ayres is Counsel to Davis Polk & Wardwell. She specializes in US criminal and other laws applicable to cross-border transactions, including the Foreign Corrupt Practices Act ("FCPA") and laws restricting foreign acquisitions of U.S. companies. Ms. Ayres has advised many companies around the world, including software, technology, internet, pharmaceutical, industrial, consumer products, private equity, travel industry, oil, banking and investment banking clients, on the FCPA and related statutes, as well as the other laws just noted. Her most recent FCPA advisory assignment in connection with a publicly-known case was as Davis Polk's lead compliance policy and procedures advisor to Siemens AG for the two years before its settlement with the United States government and German enforcement authorities. She has also been appointed, and will soon begin her duties as, the Compliance Monitor in another settled FCPA case.

Her anti-bribery practice has focused on compliance with transnational anti-corruption measures and conventions as well as FCPA and worldwide enforcement actions and developments. She has designed and developed anti-bribery compliance programs and drafted numerous agent agreements, anti-bribery guidelines and compliance policies, tailored to take account of differences in corporate operations, structures, locations and cultures. In addition, she has advised on all aspects of FCPA compliance, including risk assessments, books and records, gifts and hospitality, business partners and mergers and acquisitions. Her extensive experience with many companies in many industries has allowed her to benchmark the practices of one company against the practices of those similarly situated. She has also represented clients before the Securities and Exchange Commission ("SEC") and the Department of Justice in connection with FCPA-related compliance issues. She frequently conducts training programs at all levels for employees and executives of US companies and their overseas subsidiaries in many parts of the world, as well as for foreign issuers of US securities.

Ms. Ayres has published a number of articles, appeared on numerous panels, and given several workshops over the last 10 years on various FCPA topics, including the elements of an effective compliance program, compliance risk assessments, gifts and entertainment, and protective steps, including due diligence, when dealing with business partners or considering a merger or acquisition. Among the panels on which she has made frequent appearances over time are those hosted by the American Bar Association, the American Conference Institute, the Practicing Law Institute and the New York City Bar Association. She was also asked several years ago by the Justice Department to speak to the SEC's Enforcement Division about the role of outside counsel in FCPA cases and investigations.

She is a member of the Anti-Corruption Initiatives & Compliance Issues Committee of the American Bar Association's Section of International Law, where she was a Vice-Chair until 2007, and was also a Vice-Chair of the predecessor, the ABA's Task Force on Corruption. 

Ms. Ayres graduated, with honors, from Smith College and received her law degree from Yale Law School. She was a member of the Executive Committee of the Yale Law School Association from 1995 to 1997, and was a board member of the Washington International Trade Association or its companion Foundation for over 20 years. She is a member of the D.C. Bar.

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