So-called “issuers” under the Foreign Corrupt Practices Act (that is companies with shares traded on a U.S. exchange or otherwise with reporting obligations to the Securities and Exchange Commission) are subject to both Securities and Exchange Commission and Department of Justice FCPA enforcement.
However, many FCPA enforcement actions against issuers are SEC only and lack a DOJ component. Although FCPA enforcement agencies rarely have to “prove” an FCPA case against issuers (rather issuers typically resolve an enforcement action through a resolution vehicle not subjected to any meaningful judicial scrutiny), theoretically the DOJ in a criminal action has a much higher burden of proof (beyond a reasonable doubt) compared to the SEC in a civil action (preponderance of the evidence).
Regardless of the reasons for SEC enforcement actions against issuers that lack a DOJ component, set forth below are the 20 largest SEC only FCPA enforcement actions.
| 1. Eli Lilly | $29.3 million | 2012 |
| 2. Halliburton | $29.2 million | 2017 |
| 3. Sanofi | $25.2 million | 2018 |
| 4. Novartis | $25 million | 2016 |
| 5. BHP Billiton | $25 million | 2015 |
| 6. General Electric / Ionics / Amersham | $23.5 million | 2010 |
| 7. GlaxoSmithKline | $20 million | 2016 |
| 8. Hitachi | $19 million | 2015 |
| 9. Diageo | $16.4 million | 2011 |
| 10. Goodyear | $16.2 million | 2015 |
| 11. Deutsche Bank | $16.2 million | 2019 |
| 12. BNY Mellon | $14.8 million | 2015 |
| 13. Bristol-Myers Squibb | $14.7 million | 2015 |
| 14. Aon | $14.5 million | 2011 |
| 15. Johnson Controls | $14.4 million | 2016 |
| 16. United Technologies | $13.9 million | 2018 |
| 17. Stryker | $13.3 million | 2013 |
| 18. Mondelez Int’l | $13 million | 2017 |
| 19. SciClone | $12.8 million | 2016 |
| 20. Allianz | $12.3 million | 2012 |
Of note, 30% of the largest SEC only enforcement actions involve pharmaceutical companies.
