Walmart Will Pay $282M and Hire Louis Freeh as Monitor to Resolve Overseas Bribery Cases
In the criminal part of the settlement, the company signed a nonprosecution agreement with the DOJ in which it agreed to pay a $138 million penalty to settle violations of the Foreign Corrupt Practices Act. The SEC announced that the company also agreed to pay another $144 million to settle related claims.
June 20, 2019 at 02:35 PM
4 minute read
The original version of this story was published on Corporate Counsel
Walmart Inc., the world's largest retailer, agreed Thursday to resolve its bribery cases in Mexico, Brazil, China and India with the U.S. government by paying a total of $282 million.
The company agreed to sign a three-year nonprosecution deal and to hire former FBI director Louis Freeh as its corporate monitor.
In the criminal part of the settlement, the company signed the nonprosecution agreement with the U.S. Department of Justice in which it agreed to pay a $138 million penalty to settle violations of the Foreign Corrupt Practices Act. Its Brazilian subsidiary, WMT Brasilia, agreed to plead guilty to a single violation.
Walmart Brasilia indirectly hired a third party whose ability to obtain licenses and permits earned her the nickname “sorceress” or “genie” within the company, the DOJ said. Walmart Brazil employees, including a Walmart Brazil executive, knew they could not hire the intermediary directly because of several red flags.
The U.S. Securities and Exchange Commission announced the company also agreed to pay another $144 million for disgorgement and interest to settle related claims.
“Walmart profited from rapid international expansion, but in doing so chose not to take necessary steps to avoid corruption,” said Assistant Attorney General Brian Benczkowski. “In numerous instances, senior Walmart employees knew of failures of its anti-corruption-related internal controls involving foreign subsidiaries, and yet Walmart failed for years to implement sufficient controls comporting with U.S. criminal laws.
Walmart, which acknowledged and accepted responsibility for the misconduct, said in a statement that the global resolution ends all FCPA-related investigations or inquiries into the company and its subsidiaries by the DOJ and the SEC.
Walmart president and CEO, Doug McMillon, issued a statement saying, “Walmart is committed to doing business the right way, and that means acting ethically everywhere we operate. We've enhanced our policies, procedures and systems and invested tremendous resources globally into ethics and compliance, and now have a strong global anti-corruption compliance program. We want to be the most trusted retailer, and a key to this is maintaining our culture of integrity.”
Karen Hewitt of Jones Day handled the settlement negotiations for Walmart in a case that has lingered for eight years and signed the agreement. It was also signed by Walmart's Gordon Allison, senior vice president and chief counsel for finance and corporate governance.
The SEC said the matter concerned violations of the books and records and internal accounting control provisions of the FCPA.
“From in or around July 2000 through or around April 2011, Walmart's subsidiaries in Brazil, China, India, and Mexico operated without a system of sufficient anti-corruption related internal accounting controls. As a result, during this time period, those Walmart subsidiaries paid certain third-party intermediaries without reasonable assurances that certain transactions were consistent with their stated purpose or consistent with the prohibition against making improper payments to government officials,” the SEC said.
It added, “During this time period, when Walmart learned of certain anti-corruption risks, the company did not either sufficiently investigate the allegations or sufficiently mitigate the known risks.”
The original allegations, made by an in-house lawyer at Wal-Mart de Mexico in an article in The New York Times in 2012, claimed the company paid millions of dollars in bribes all over that country to obtain building permits so it could win market dominance. He claimed he tried to blow the whistle in 2005, but no one at Walmart listened.
Walmart publicly revealed the bribery allegations in 2011 after the Times began its reporting. The investigation then expanded into Brazil, India and China.
Since then the Bentonville, Arkansas-based company has reported spending nearly $1 billion on the internal investigation, shareholder lawsuits and related expenses to build a state-of-the-art global compliance program.
Now Freeh, also a former federal judge, will be watching the compliance program for the next two years. He is founder and chairman of Freeh Group International Solutions, a global risk management firm that will be working with Walmart. He is also founder and senior managing partner of an affiliated law firm, Freeh Sporkin & Sullivan.
Freeh also served as general counsel to MBNA America Bank from 2001 until it was acquired by Bank of America in 2007.
He previously served as a compliance monitor from 2010 to 2013, for German vehicle maker Daimler after it signed a three-year deferred prosecution agreement over FCPA violations.
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