California-based life science company Bio-Rad Laboratories agreed Monday to pay a total of $55 million to settle DOJ and SEC allegations that subsidiaries made improper payments to foreign officials in Russia, Vietnam, and Thailand to win business.
Bio-Rad paid a $14.35 million criminal penalty to resolve DOJ allegations that it violated the Foreign Corrupt Practices Act by falsifying its books and records and failing to have adequate internal controls in connection with sales in Russia.
In a parallel SEC enforcment action, Bio-Rad agreed to pay $40.7 million in disgorgement and prejudgment interest. The disgorgement is the tenth biggest in an FCPA-related case brought by the SEC.
The SEC resolved the allegations through an administrative order and didn’t go to court against Bio-Rad. The agency alleged the company violated the antibribery, internal controls, and books and records provisions of the FCPA that are part of the Securities Exchange Act of 1934.
Under a non-prosecution agreement with the DOJ, Bio-Rad has to report its FCPA compliance efforts for two years.
“Public companies that cook their books and hide improper payments foster corruption,” said Assistant Attorney General Leslie Caldwell.
The SEC said Bio-Rad “lacked sufficient internal controls to prevent or detect approximately $7.5 million in bribes that were paid during a five-year period and improperly recorded in books and records as legitimate expenses like commissions, advertising, and training fees.”
Bio-Rad made $35 million in profits through the bribes, the SEC said.
Bio-Rad’s president and CEO, Norman Schwartz, said in a statement Monday: “The actions that we discovered were completely contrary to Bio-Rad’s culture and values and ethical standards for conducting business.”
“Bio-Rad prides itself on operating with the highest levels of integrity, and I am pleased that this settlement fully resolves the government’s FCPA investigation and puts this matter behind us,” he said.
In Russia, Bio-Rad SNC, a French subsidiary, paid agents commissions of 15-30 percent “purportedly in exchange for various services in connection with certain governmental sales,” the DOJ said.
The intermediaries didn’t perform any services, the DOJ said.
Senior managers “knowingly caused the payments to be falsely recorded on Bio-Rad SNC’s and, ultimately, Bio-Rad’s books.”
Some of the payments disguised as commissions went to sales agents with phony Moscow addresses and off-shore bank accounts, the SEC said.
The agents had no employees and no capacity to perform the purported services for Bio-Rad, and were retained primarily to influence Russia’s Ministry of Health and help the company win bids for government contracts.
Bio-Rad managers repeatedly ignored red flags that the Russian agents were probably bribing government officials “and they condoned an atmosphere of secrecy,” the SEC said.
Company employees also used local agents in Vietnam and Thailand to funnel bribes from a Singapore subsidiary to foreign officials in exchange for business, the SEC said.
The DOJ said it gave Bio-Rad a non-prosecution agreement because of the company’s self disclosure and full cooperation
That cooperation, the DOJ said, included “voluntarily making U.S. and foreign employees available for interviews, voluntarily producing documents from overseas, and summarizing the findings of its internal investigation.”
The DOJ said Bio-Rad enhanced its anti-corruption policies globally, improved its internal controls and compliance functions, put in place additional due diligence and contracting procedures for agents, and conducted extensive anti-corruption training throughout the organization.
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The DOJ’s November 3, 2014 release is here.
The SEC’s Securities Exchange Act of 1934 Release No. 73496, Accounting and Auditing Enforcement Release 3594, and Administrative Proceeding File No. 3-16231 (all dated November 3, 2014) In the Matter of Bio-Rad Laboratories, Inc. is here (pdf).
Richard L. Cassin is the publisher and editor of the FCPA Blog. He can be contacted here.