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Gibson Dunn Webcast: FCPA Trends in the Emerging Markets of Asia

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Webcast: FCPA Trends in the Emerging Markets of Asia, Russia, Latin America and Africa 9th Annual Complimentary Webcast Briefing F. Joseph Warin Joel M. Cohen Kelly S. Austin Benno Schwarz Sacha I. Harber-Kelly Oliver D. Welch January 8, 2019 MCLE Certificate Information MCLE Certificate Information • Most participants should anticipate receiving their certificate of attendance in four weeks following the webcast. • Virginia Bar Association members should anticipate receiving their certificate of attendance in six weeks following the webcast. • All questions regarding MCLE Information should be directed to Jeanine McKeown (National Training Administrator) at 213–229-7140 or [email protected]. Gibson Dunn 2 Topics to Be Discussed • An Overview of FCPA Enforcement • Emerging Market Trends: Asia, Russia, Latin America, and Africa - China: Anti-Corruption Enforcement & Trends - Russia: Anti-Corruption Enforcement & Trends - Latin America: Anti-Corruption Enforcement & Trends - South Korea: Anti-Corruption Enforcement & Trends - India: Anti-Corruption Enforcement & Trends - Africa: Anti-Corruption Enforcement & Trends • Global Trends and Risk Mitigation Strategies • Appendix: The FCPA Gibson Dunn 3 An Overview of FCPA Enforcement Gibson Dunn 4 FCPA Enforcement Actions Per Year (2009-2018) Number of FCPA Enforcement Actions Per Year 50 48 DOJ Actions 45 SEC Actions 40 35 32 29 30 26 26 25 25 23 21 21 19 20 17 17 14 15 12 11 10 10 10 9 10 8 5 0 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Gibson Dunn 5 Number of FCPA Enforcement Actions by Country (1978 to Present*) China 97 Nigeria 75 Mexico 60 Indonesia 51 Iraq 49 Brazil 45 Saudi Arabia 37 Argentina 35 India 33 Russia 31 Venezuela 26 Business conduct in China remains Angola 24 Kazakhstan 23 the largest source of FCPA actions in Thailand 22 Egypt 18 Malaysia 18 the history of the statute. Guinea 16 South Korea 16 Panama 15 Ivory Coast 15 Vietnam 15 Haiti 15 Costa Rica 14 Uzbekistan 14 Azerbaijan 14 DRC 13 Uganda 13 Greece 12 Iran 12 UAE 11 Ecuador 11 Colombia 11 Dominican Rep. 11 Honduras 10 Poland 10 Taiwan 10 Chile 10 Turkey 9 Bangladesh 9 Niger 8 Gabon 8 Nicaragua 8 Algeria 8 0 20 40 60 80 100 120 * Minimum eight enforcement actions. Gibson Dunn 6 Enforcement of the FCPA: Criminal Penalties Anti-Bribery Provisions • Corporations: USD 2 million fine or twice the pecuniary gain or loss. • Individuals: Up to five years’ imprisonment, and a USD 250,000 fine or twice the pecuniary gain or loss. Books and Records Provisions • Corporations: Criminal penalties up to a USD 25 million fine. • Individuals: Up to 20 years’ imprisonment, and a USD 5 million fine. Total Value of Corporate FCPA Monetary Resolutions (2004 – 2018) $2,500,000,000 $2,000,000,000 $1,500,000,000 $1,000,000,000 $500,000,000 $0 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Gibson Dunn 7 Leading FCPA Enforcement Actions: Top Ten Monetary Settlements No. Company Total Resolution DOJ Component SEC Component Date 1 Siemens AG* $800,000,000 $450,000,000 $350,000,000 12/15/2008 2 Alstom S.A. $772,290,000 $772,290,000 -- 12/22/2014 3 Société Générale S.A. $585,000,000 $585,000,000 -- 6/4/2018 4 KBR/Halliburton $579,000,000 $402,000,000 $177,000,000 2/11/2009 5 Teva $519,000,000 $283,000,000 $236,000,000 12/22/2016 6 Telia** $483,103,972 $274,603,972 $208,500,000 9/21/2017 7 Och-Ziff $412,000,000 $213,000,000 $199,000,000 9/29/2016 8 BAE Systems*** $400,000,000 $400,000,000 -- 2/4/2010 9 Total S.A. $398,200,000 $245,200,000 $153,000,000 5/29/2013 10 VimpelCom**** $397,700,000 $230,200,000 $167,500,000 2/18/2016 Gibson Dunn 8 Global Dimension of Enforcement Actions In addition to record-setting monetary penalties in the U.S., several companies also have paid significant fines to non-U.S. regulators. Total US Company Non-US Resolution Resolution Siemens’s U.S. FCPA resolutions were coordinated with a Siemens AG USD 800,000,000 EUR 395 million (USD 569 million) anti-corruption settlement with the Munich Public Prosecutor. Odebrecht and Braskem agreed to pay a total of USD 3.5 Odebrecht S.A. & billion for a global settlement with authorities in the U.S., USD 419,800,000 Braskem S.A. Brazil, and Switzerland. The combined total amount of U.S., Dutch, and Swedish Telia USD 483,000,000 penalties was USD 965.8 million. Petróleo Brasileiro S.A. – Petrobras entered into agreements with U.S. and Brazilian USD 170,000,000 Petrobras authorities to pay a total fine of USD 853.2 million. Gibson Dunn 9 Global Dimension of Enforcement Actions (cont’d) Other Date Company United States Total Jurisdictions Involved Jurisdiction • Agreements: U.S., Germany 12/15/2008 Siemens AG $800,000,000 $800,000,000 $1,600,000,000 • Cooperation: Not identified in press release • Agreements: U.S., Netherlands 2/18/2016 VimpelCom $397,750,000 $397,750,000 $795,000,000 • Cooperation: Norway, Sweden, Switzerland, Latvia • Agreements: U.S., Brazil, Switzerland 12/21/2016 Odebrecht $253,000,000 $3,077,000,000 $3,330,000,000 • Cooperation: U.S., Brazil, Switzerland • Agreements: U.S., U.K., Brazil Rolls-Royce 1/17/2017 $170,000,000 $630,000,000 $800,000,000 • Cooperation: Austria, Germany, Netherlands, Singapore, PLC Turkey • Agreements: U.S., Netherlands, Sweden Telia Company 7/21/2017 $699,000,000 $266,000,000 $965,000,000 • Cooperation: Austria, Belgium, Cyprus, France, Ireland, AB Isle of Man, Latvia, Luxembourg, Norway, U.K. • Agreements: U.S., Netherlands, Brazil SBM Offshore 11/29/2017 $238,000,000 $582,000,000 $820,000,000 • Cooperation: Austria, Belgium, Cyprus, France, Ireland, NV Isle of Man, Latvia, Luxembourg, Norway, U.K. Keppel • Agreements: U.S., Brazil, Singapore 12/22/2017 Offshore & $105,000,000 $316,000,000 $421,000,000 • Cooperation: N/A Marine Ltd Société • Agreements: U.S., France 6/4/2018 $292,000,000 $293,000,000 $585,000,000 Générale SA • Cooperation: U.K., Switzerland Petróleo • Agreements: U.S., Brazil 9/27/2018 Brasileiro S.A. $170,640,000 $682,560,000 $853,200,000 • Cooperation: N/A – Petrobras* * Petrobras entered into an NPA with DOJ and an administrative resolution with the SEC. The SEC resolution Gibson Dunn included FCPA and other charges. As part of that resolution, the SEC ordered Petrobras to pay an additional 10 $933,473,797, which was deemed satisfied by Petrobras’s payments in a related class action settlement. Corruption Trends: Asia, Russia, Latin America, and Africa Gibson Dunn 11 China Gibson Dunn 12 China: Market Characteristics 1.4 billion Estimated population of China in 2018. Median age of 37. USD 299.6 China’s annual foreign trade billion surplus through November 2018. USD 2.27 Total value of exports through November 2018. trillion China’s projected GDP growth rate 6.3% for 2019. China’s projected inflation for 2.61% 2019. USD 7.95 Off-balance-sheet debt by Chinese local governments. trillion Sources: Worldometers, China Population 2018 (retrieved on December 15, 2018) http://www.worldometers.info/world-population/china-population/; Hong Kong Trade Development Council, Economic and Trade Information on China (December 14, 2018) http://china-trade-research.hktdc.com/business-news/article/Facts-and-Figures/Economic-and-Trade- Gibson Dunn Information-on-China/ff/en/1/1X000000/1X09PHBA.htm; China: inflation rate from 2012 to 2023 (retrieved on December 15, 2018) https://www.statista.com/statistics/270338/inflation- 13 rate-in-china/; China GDP Annual Growth Rate (retrieved on December 15, 2018) https://tradingeconomics.com/china/gdp-growth-annual. Photo credit: The top image was originally posted Flickr by Kim Sklinar at https://www.flickr.com/photos/17266413@N00/253479003. It was uploaded to Wikimedia Commons using Flickr upload bot on January 15, 2009 by Quatro Valvole. This file is licensed under the Creative Commons Attribution-Share Alike 2.0 Generic license (https://creativecommons.org/licenses/by-sa/2.0/deed.en). China: Corruption Landscape th th China ranks 77 out of 180 China ranks 66 out of 140 According to World Bank’s countries in Transparency countries in the World Economic Global Governance Indicators, rd International’s Corruption Forum’s Corruption Index. China improved from the 33 th Perceptions Index. percentile in 2007 to the 47 percentile in 2017 on control of corruption. As Xi Jinping’s highly political anti-corruption campaign continues, more than 1.5 million officials have been sanctioned over the past six years as part of the crackdown. Since January 1, 2018: Number of officials disciplined by CCDI in China for violations of the “Eight Rules” 48, 589 (embezzlement, bribery, abuse of power, misappropriation, dereliction of duty, and malpractice). 48, 456 Number of cases investigated by CCDI in China for violations of the “Eight Rules.” 68, 509 Number of officials investigated by CCDI in China for violations of the “Eight Rules.” Sources: Xinhua, 央企正风反腐怎么抓——访中央纪委国家监委驻国资委纪检监察组组长陈超英 (August 28, 2018) http://www.xinhuanet.com/fortune/2018- 08/28/c_1123337914.htm; CCDI, 2018年10月全国查处违反中央八项规定精神问题5585起 (November 27, 2018) http://www.ccdi.gov.cn/toutiao/201811/t20181127_184069.html; Gibson Dunn The Global Competitiveness Report 2018 (October 16, 2018) http://www3.weforum.org/docs/GCR2018/05FullReport/TheGlobalCompetitivenessReport2018.pdf; Worldwide 14 Governance Indicators Project (September 21, 2018) http://info.worldbank.org/governance/wgi/index.aspx#reports; Transparency International, Corruption Perceptions Index 2017 (February 21, 2018) https://www.transparency.org/news/feature/corruption_perceptions_index_2017. China: Anti-Corruption Campaign and Domestic Enforcement 2018 saw a tide of investigations, arrests, and prosecutions of high-level officials: • Former Interpol President and Vice Minister of China’s • Former Vice Governor of Liaoning stood trial in Ministry of Public Security Meng Hongwei was November 2018 and pleaded guilty to accepting money detained by Chinese authorities in September 2018.
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