Internal Investigation into Oil-For-Food Abuses Uncovered Widespread Bribery
York International Corporation has reached a settlement with U.S. prosecutors of numerous violations of the U.S. Foreign Corrupt Practices Act — relating to bribes paid under the United Nations oil-for-food program and kickbacks for other government contract work in Bahrain, Egypt, India, Turkey, the United Arab Emirates and China. York — a subsidiary of Johnson Controls, Inc. since 2005 — provides heating, ventilation, air conditioning, and refrigeration products and services worldwide.
Under York’s three-year deferred prosecution agreement with the U.S. Department of Justice, it will pay a $10 million criminal penalty, cooperate with the DOJ’s related investigations and appoint an independent compliance monitor. York also consented to the Securities and Exchange Commission’s filing of a complaint for FCPA violations and agreed to disgorge about $10 million and pay $2 million in civil penalties.
From 2001 through 2006, York paid over $7.5 million in bribes through subsidiaries and agents to obtain work on commercial and government projects throughout the world. York referred to the payments internally as “consultancy payments” but no bona fide services were involved. It made 854 improper consultancy payments on more than 770 contracts — 302 projects involved government end-users, such as government-owned companies, public hospitals, or schools.
The payments violated the anti-bribery provisions of the FCPA, and York failed to devise and maintain an effective system of internal controls to prevent or detect the bribes. It also failed to accurately record in its books and records the kickbacks to Iraq, bribes in the UAE, and the bogus consultancy payments made in various countries. York consented to the entry of a final judgment with the SEC permanently enjoining it from future violations of Sections 30A, 13(b)(2)(A), and 13(b)(2)(B) of the Securities Exchange Act of 1934. The DOJ’s three-count criminal Information charged York with conspiracy to commit wire fraud and to falsify books and records in violation of 15 U.S.C. §§ 78m(b)(2)(A), 78m(b)(5) and 78ff(a).
York self-reported the violations and worked with the DOJ and the SEC to investigate the illegal conduct. The criminal Information also mentions “Employee A” and “Employee B,” citizens of the United Kingdom and Syria respectively, who were involved in the bribery, as well as “Company X,” a consulting company based in Jordan that acted as a sales agent for York in the Middle East. They have not yet been charged with FCPA violations.
Among the details mentioned by prosecutors, York’s Danish subsidiary, which sells refrigeration equipment to ship builders and ship yards owned by the Chinese government, made illegal payments from 2004 through 2006 to agents and to Chinese officials connected with the shipyards. “Hundreds of thousands of dollars for nebulous and undocumented services” were processed through York’s Danish subsidiary, which also provided Chinese ship yard employees with lap top computers and other electronics.
York’s parent company, Johnson Controls, Inc. (NYSE: JCI) will not be prosecuted on the facts admitted by York.
View the DOJ’s October 1, 2007 News Release Here.
View the October 1, 2007 Deferred Prosecution Agreement and Criminal Information Here.
View the SEC’s Litigation Release No. 20319 / October 1, 2007 Here.
View the SEC’s Complaint Here.