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Stericyle Resolves A Net $59 Million FCPA Enforcement Action

Stericycle (an Illinois based medical waste disposal company) has been under FCPA scrutiny since mid-2017 (See here [1]).

As highlighted here [2], approximately two months ago the company disclosed that it had “reached agreements in principle with the DOJ and SEC.” Specifically, Stericycle disclosed:

Yesterday, the DOJ and SEC announced (here [3] and here [4]) a parallel FCPA enforcement action against Stericycle.

The DOJ enforcement action involved this criminal information [5] charging Stericycle with  two counts of conspiracy to violate (1) the FCPA’s anti-bribery provisions, and (2) the FCPA’s books and records provision. The criminal charges were resolved via this deferred prosecution agreement [6] pursuant to which Stericycle agreed to pay a net $35 million criminal penalty.

The SEC enforcement action involved this administrative order [7] finding that Stericycle violated the FCPA’s anti-bribery, books and records, and internal controls provisions pursuant to which the company agreed to pay a net approximate $24 million in disgorgement and prejudgment interest.

DOJ

As stated in the information, “Stericycle ran an international waste management network, focused primarily on medical waste, industrial waste, maritime waste, and document destruction” and “individuals in Stericycle’s Latin America division (“Stericycle LATAM”) were responsible for overseeing the operations of Stericycle’s subsidiaries in Mexico, Brazil, Argentina, Chile, and Puerto Rico.” According to the information, “beginning at least in or about 2013, Stericycle LATAM leadership and staff were based in Miami, Florida.”

Under the heading “Overview of the Bribery Scheme,” the information alleges:

“From in or about and between at least 2011 and 2016, Stericycle, through certain of its employees and agents, knowingly and willfully conspired and agreed with others to corruptly offer and pay approximately $10.5 million in bribes to, and for the benefit of, foreign officials in Brazil, Mexico, and Argentina in order to obtain and retain business and other advantages for and on behalf of Stericycle. Stericycle earned approximately $21.5 million in profits from the corrupt scheme and through its corruptly obtained and retained government contracts.

Stericycle, through Stericycle LATAM Executive 1 (described as a Mexican citizen and resident of Miami, FL whose responsibilities included oversight and management of Stericycle LATAM and certain of Stericycle’s subsidiaries, including acquisitions, operations, finance, and sales and who had a direct reporting line to Stericycle senior executives) and others, expanded Stericycle LATAM through acquisitions and implemented similar methods of bribe payments in Brazil, Mexico, and Argentina. The co-conspirators made and caused to be made hundreds of bribe payments to foreign officials employed by government agencies and instrumentalities in Brazil, Mexico, and Argentina to obtain and retain business advantages and to direct business to Stericycle. Stericycle LATAM Executive 1 directed a scheme by which employees at Stericycle Brazil, Stericycle Mexico, and Stericycle Argentina made bribe payments, typically in cash, and calculated the amount of the bribes as a percentage of underlying contract payments made by or owing from a government customer. In each of the three jurisdictions, the co-conspirators used spreadsheets to track the bribe payments and used code words and euphemisms to refer to them: “CP” or “commission payment” in Brazil, “IP” or “incentive payment” in Mexico, and “alfajores” or “IP” in Argentina. The co-conspirators also produced false and misleading accounting documents and engaged in fake transactions with third parties to generate and conceal the funds used to make the illicit payments. In carrying out the scheme, certain of Stericycle’s LATAM employees and agents utilized means and instrumentalities of interstate commerce, including the use of wires in the Southern District of Florida.”

Regarding Brazil, the information alleges that between 2011 and 2016 Stericycle through certain employees and agents:

“Knowingly and willfully conspired and agreed with others to corruptly offer and pay bribes to, and for the benefit of foreign officials who were employed by at least 25 local and regional government agencies and instrumentalities in Brazil to secure improper advantages in order to obtain and retain business from the Brazilian government in connection with providing waste management services, as well as to obtain authorization for priority release of payments owed under contracts with government agencies. Stericycle earned at least $13.4 million in profits from corruptly obtained and retained business with the Brazilian government.”

According to the information:

“The bribe payments were made with the knowledge, authorization, and at the direction of Stericycle LATAM Executive 1 and Stericycle LATAM Executive 2 (described as a Mexican citizen based in Mexico and an executive of Stericycle LATAM whose business responsibilities included, among other things, the management of Stericycle LATAM’s finances), as well as Stericycle Brazil Executive 1, Stericycle Brazil Executive 2, and Stericycle Brazil Executive 3 and others at Stericycle Brazil.”

[…]

Stericycle Executive I and Stericycle Brazil Executive 2 directed the distribution of cash to Stericycle Brazil sales employees, who used the cash to make bribe payments-often through third party intermediaries-to government officials in different regions. As part of the scheme, Stericycle Brazil employees agreed upon bribe payments in return for receiving payment priority on certain invoices owed under contracts with government agencies; the bribe payments were typically a percentage of the invoice amount owed or a fixed amount.”

Specifically, two employees at Stericycle Brazil (the “Stericycle Brazil finance employees”) maintained a list of Stericycle Brazil sales employees who delivered bribe payments to government officials associated with particular government customers. The Stericycle Brazil finance employees prepared bank orders in the names of the Stericycle Brazil sales employees, who would retrieve the money from the bank and deliver the cash funds–often through an intermediary-to government officials associated with government customers.”

[…]

Stericycle Brazil Executive 1 and Stericycle Brazil Executive 3 directed the Stericycle Brazil finance employees to conceal the bribery scheme in accounting records by making the illicit payments appear as legitimate business expenses. Prior to in or about September 2012, Stericycle Brazil had inflated invoices from vendors that also provided otherwise legitimate services in order to cover bribe payments. Beginning in or about September-2012, Stericycle Brazil Executive 1 and Stericycle Brazil Executive 3 retained the Brazil Vendors for the sole purpose of issuing fake invoices to cover bribe payments. To conceal the true purpose of the payments, the Stericycle Brazil finance employees recorded cash withdrawals as advance payments to the Brazil Vendors for purported debt collection services that were never provided. In exchange for a fee, the Brazil Vendors generated fake invoices to Stericycle Brazil for the sham debt collection services.”

[…]

At the direction of Stericycle Brazil Executive 1 and Stericycle Brazil Executive 3, the Stericycle Brazil finance employees tracked the bribe payments through the “CP Spreadsheet,” which tracked relevant information about each bribe payment, including the region, client, bribe calculation (i.e., percentage of the underlying invoice or fixed amount), revenue generated, amount of the bribe payment, third-party intermediary, and the name of the Stericycle Brazil sales employee responsible for retrieving the cash from the bank and delivering the bribe payment.”

Regarding Mexico, the information alleges:

“Between in or about 2011 and 2016, Stericycle, through certain of its employees and agents, knowingly and willfully conspired and agreed with others to corruptly offer and pay bribes to, and for the benefit of, foreign officials … who were employed by local and regional government agencies and instrumentalities in Mexico to secure improper advantages in order to obtain and retain business from at least 15 Mexican state-owned entities in connection with providing waste management services, to obtain authorization for or priority release of payments owed under contracts, and to avoid fines. Stericycle earned at least $3.7 million in profits from corruptly obtained and retained contracts with the Mexican government.”

“The bribe payments were made with the knowledge, authorization, and at the direction of Stericycle LATAM Executive 1 and Stericycle LATAM Executive 2, as well as executives and managers of Stericycle Mexico. Stericycle LATAM Executive 2 and Stericycle Mexico employees approved the distribution of funds to the Mexico Vendors, which purported to provide services to Stericycle Mexico, to make bribe payments to officials employed by state-owned and state-controlled hospitals and other government entities. Bribes were typically paid monthly to these officials and were calculated as a percentage of the customer’s invoice value, a percentage of the amount of waste collected, or as a fixed amount. Most of the bribe payments were made in cash and were referred to in code as “little pieces of chocolates” or “IP payments.”

[…]

Stericycle LATAM Executive 1 and Stericycle LATAM Executive 2 also participated in monthly Mexico Executive Committee sessions during which they reviewed financial records that contained an accounting of the bribe payments.

[…]

In order to conceal and paper over the bribe payments, Stericycle Mexico employees obtained fake invoices from approximately 45 different Mexico Vendors that provided no legitimate goods or services. The invoices included false descriptions of services that were not, in fact, provided. Many payments to the Mexico Vendors were made prior to or on the same day a corresponding invoice was issued. The Mexico Vendors then passed the money generated through payments on the fake invoices to Stericycle Mexico employees in order to pay bribes and, in some instances, paid the bribes directly.

Stericycle LATAM Executive 2 and Stericycle Mexico employees maintained the “IP Spreadsheets,” which tracked each bribe payment as well as pertinent details, including among others, the Mexico Vendor providing the fake invoice, the amount of the bribe, the date and method of payment, the Stericycle employee responsible for paying the bribe, method of calculating the bribe payment, the government official receiving the bribe, and the fake description of services noted on the Mexico Vendor invoice.”

[…]

On or around May 4, 2016, Stericycle LATAM Executive 2 and another Stericycle LATAM employee, while in Miami, Florida, discussed the cost to the Company of discontinuing the payment of bribes to foreign officials. Specifically, Stericycle LATAM Executive 2 told the other LATAM employee that Stericycle Mexico would lose significant business if they stopped paying bribes. Stericycle LATAM Executive 2 then prepared a spreadsheet estimating that, in 2016, Stericycle Mexico would lose over 75 million pesos (approximately $4,020,000) in revenue if Stericycle “eliminat[ed] everything.”

[8]

Regarding Argentina, the information alleges:

“In or about and between 2011 and 2016, Stericycle, through certain of its employees and agents, knowingly and willfully conspired and agreed with others to corruptly offer and pay bribes to, and for the benefit of, foreign officials … in Argentina to secure improper advantages in order to obtain and retain business in connection with providing waste management services and to obtain authorization or priority release of payments owed under those contracts. Stericycle earned at least $4.4 million in profits from corruptly obtained and retained contracts with the Argentinian government.

The bribe payments to Argentinian government officials were made with the knowledge, authorization, and at the direction of Stericycle LATAM Executive 1 and Stericycle LATAM Executive 2, as well as Stericycle Argentina Executive 1 and other local managers (“Stericycle Argentina Country Management”). For example, on or about January 11, 2011, Stericycle LATAM Executive 2 emailed Stericycle LATAM Executive l providing a spreadsheet of the “Top 20 SG&A [(Selling, General, and Administrative)] expenses by country.” In the email, Stericycle LATAM Executive 2 wrote that the spreadsheet included comparisons of the SG&A numbers with and without “IP,” and broke down the amounts of these “incentive payments” by jurisdiction, including Mexico, Brazil, and Argentina.

Stericycle Argentina Country Management calculated and approved bribe payments, which were typically paid in cash by Stericycle Argentina sales employees. For example, on occasions when a bribe needed to be paid, a Stericycle Argentina sales employee emailed an estimate of the bribe payment, which was typically a percentage of the underlying contract payment. Upon approval of the payment, the Stericycle Argentina sales employee obtained cash from the Stericycle Argentina office in Buenos Aires and subsequently delivered the bribe payment to the foreign official.

[…]

Stericycle Argentina employees used the words “alfa” and “alfajores” ( a traditional cookie popular in Argentina) as codes to refer to the bribe payments.

[…]

On or about December 1, 2014, one of the Stericycle Argentina sales employees wrote from a personal email address to the personal email addresses of Stericycle Argentina Executive 1 and another Stericycle Argentina colleague regarding outstanding balances owed by a regional health ministry, stating, “I also want to remind you that we still owe the alfas for all of the last settlement, having this up to date helps a lot when it is time to apply pressure.”

Stericycle Argentina Executive 1 also maintained financial records that tracked payments and included references to “alfa” and “IP Commissions” (the same code word used in connection with bribes paid by Stericycle in Mexico).”

Under the heading “false books and records,” the information alleges:

“In connection with the scheme … to pay bribes to foreign officials in Brazil, Mexico, and Argentina, and in order to conceal the corrupt payments, between at least in or about 2012 and 2016, Stericycle, acting through its employees and agents, knowingly and willfully conspired and agreed with others to maintain false books, records, and accounts that did not accurately and fairly reflect the transactions and dispositions of its assets. Specifically, Stericycle falsely recorded bribe payments as legitimate expenses such as purported debt collection expenses, first aid training, and other false services, and maintained falsified Sarbanes-Oxley certifications, including knowingly false certifications signed by Stericycle LATAM Executive 1, in its consolidated books, records, and accounts.”

Based on the above allegations, the information charges conspiracy to violate the FCPA’s anti-bribery provisions and conspiracy to violate the FCPA’s books and records provisions.

The criminal charges were resolved through a three year DPA. The DPA sets forth the following relevant considerations.

“a. the Company did not receive voluntary disclosure credit pursuant to the FCPA Corporate Enforcement Policy in the Department of Justice Manual 9-47.120, or pursuant to the Sentencing Guidelines, because it did not voluntarily and timely disclose to the Fraud Section the conduct described in the Statement of Facts …;

b. the Company received full credit for its cooperation with the Fraud Section’s investigation, including: proactively disclosing certain evidence of which the United States was previously unaware; providing information obtained through its internal investigation, which allowed the government to preserve and obtain evidence as part of its own independent investigation; making detailed factual presentations to the Fraud Section; voluntarily facilitating interviews in the United States of foreign-based employees; and collecting and producing voluminous relevant documents to the Fraud Section, including documents located outside the United States, accompanied by translations of documents;

c. the Company provided to the Fraud Section all relevant facts known to it, including information about all of the individuals involved in the conduct described in the attached Statement of Facts and conduct disclosed to the Fraud Section prior to the Agreement;

d. the Company engaged in extensive remedial measures, including: (i) commencing remedial measures based on internal investigations of the misconduct prior to the commencement of the Government’s investigation; (ii) strengthening its corporate governance by appointing numerous new individuals to senior management and Board of Directors positions and establishing a Safety, Operations, and Environmental Committee to enhance Board oversight; (iii) strengthening its compliance organization by hiring additional compliance personnel, including an experienced new Chief Ethics and Compliance Officer who reports directly to Stericycle’s Chief Executive Officer and Chair of the Audit Committee of the Board of Directors; (iv) updating its code of conduct, policies, procedures and internal controls relating to, among other things, anti-corruption, retention and management of commercial agents and other third parties, and gifts, travel and entertainment; (v) enhancing its internal reporting, investigations and risk assessment processes; (vi) overhauling its compliance training and communications; (vii) disciplining certain employees involved in the relevant conduct, including terminating certain employees including senior managers; and (viii) divesting its subsidiaries in Mexico and Argentina and taking steps to address its risks in Brazil.

e. the Company has enhanced and has committed to continuing to enhance its compliance program and internal controls, including ensuring that its compliance program satisfies the minimum elements set forth in Attachment C to this Agreement (Corporate Compliance Program) but, despite its extensive remedial measures described above, the Company to date has not fully implemented or tested its enhanced compliance program, and thus the imposition of an independent compliance monitor for a term of two years … is necessary to prevent the recurrence of misconduct;

f. the nature, seriousness, and pervasiveness of the offense conduct … including the Company’s involvement in a scheme to pay millions of dollars in bribes to government officials of Brazil, Mexico, and Argentina, as well as the duration of the misconduct;

g. the Company has some history of prior civil and regulatory settlements, but no prior criminal history; and

h. the Company’s agreement to concurrently resolve an investigation by the U.S. Securities and Exchange Commission (“SEC”) relating to the conduct … through a cease-and-desist proceeding, and agreeing to pay $28,184,239 in disgorgement and prejudgment interest; and an additional investigation by authorities in Brazil related to the conduct described in the Statement of Facts, and which the Fraud Section is crediting in connection with the penalty in this Agreement;

j. the Company has agreed to continue to cooperate with the Fraud Section in any ongoing investigation …;

k. accordingly, after considering (a) through (j) above, the Fraud Section believes that the appropriate resolution in this case is a Deferred Prosecution Agreement with the Company; a criminal monetary penalty in the amount of $52,500,000 which reflects a discount of 25 percent off the bottom of the otherwise-applicable Sentencing Guidelines fine range; and the imposition of a two-year independent compliance monitor.”

The DPA sets forth an advisory Guidelines fine range of $70 – $140 million and states:

“The Company agrees to pay a total monetary penalty in the amount of $52,500,000 (the “Total Criminal Penalty”). This reflects a 25 percent discount off the bottom of the applicable Sentencing Guidelines fine range. The Company and the Fraud Section agree that the Company will pay the United States Treasury $35,000,000, equal to approximately two-thirds of the Total Criminal Penalty, within ten business days of the execution of this Agreement. The Fraud Section agrees to credit towards satisfaction of payment of the Total Criminal Penalty the amount the Company pays to Brazilian authorities in fines, up to a maximum of $17,500,000, equal to approximately one-third of the Total Criminal Penalty, so long as those payments are pursuant to the Company’s separate resolution with Brazilian authorities concerning the same underlying conduct related to Brazil as described in the Statement of Facts. The Company has agreed to resolve investigations by the Controladoria-Geral da União (CGU) and the Advocacia-Geral de União (Attorney General Office) and the Fraud Section agrees to credit approximately $9,300,000 of the $17,500,000 against the amounts the Company pays pursuant to those separate resolutions. In the event that the Company reaches a resolution with a third Brazilian authority, with which the Company and the Fraud Section have been coordinating, the Fraud Section will also credit any remaining amount, up to $8,200,000. In the event the Company does not pay these Brazilian authorities, pursuant to resolutions involving the same underlying conduct, any part of the $17,500,000 within twelve months of the execution of this Agreement, the Company will be required to pay the full remaining amount to the United States Treasury on or before one year from the date of the agreement.”

As a condition of settlement, Stericycle represented that it:

“has implemented and will continue to implement a compliance and ethics program designed to prevent and detect violations of the FCPA and other applicable anti-corruption laws throughout its operations, including those of its affiliates, subsidiaries, agents, and joint ventures, and those of its contractors and subcontractors whose responsibilities include interacting with foreign officials or other activities carrying a high risk of corruption, including, but not limited to, the minimum elements set forth in Attachment C [of the DPA].”

As a further condition of settlement, Stericycle agreed to engage an independent compliance monitor for a two year period.

In the DOJ release, Assistant Attorney General Kenneth Polite, Jr. stated:

“Stericycle today accepted responsibility for its corrupt business practices in paying millions of dollars in bribes to foreign officials in multiple countries. The company also maintained false books and records to conceal corrupt and improper payments made by its subsidiaries in Brazil, Mexico, and Argentina. Today’s resolution demonstrates the Department of Justice’s continuing commitment to combating corruption and protecting the international marketplace.”

Assistant Director Luis Quesada of the FBI’s Criminal Investigative Division stated:

“Today’s resolution with Stericycle shows that the FBI and our international law enforcement partners will not allow corruption to permeate domestic or international markets. The consequences of violating the FCPA are clear: Companies that bribe foreign officials for business advantage will be held accountable.”

SEC

The SEC enforcement action was based on the same core conduct alleged in the DOJ action and this administrative order [7] states in summary fashion:

“This matter concerns violations of the anti-bribery, books and records, and internal accounting controls provisions of the FCPA by Stericycle, a world-wide provider of medical waste and other services. From at least 2012 to 2016, Stericycle paid millions of dollars in the form of hundreds of bribe payments to obtain and maintain business from government customers in Brazil, Mexico, and Argentina, as well as to obtain authorization for priority release of payments owed under government contracts. The improper payments were not accurately reflected in Stericycle’s books and records, and Stericycle failed to have sufficient internal accounting controls in place to detect or prevent the misconduct. As a result of these violations, Stericycle benefitted by approximately $22.2 million.”

[9]

As to the relevant background, the order states:

“Stericycle first entered the Latin America market in 1997, and rapidly expanded in Latin America through the acquisition of many local businesses in Argentina, Brazil, and Mexico. The prior local business owners continued to run the operations in each country. Each country had an executive team that reported to, among others, a former Stericycle executive responsible for all of Latin America (the “LatAm Executive”). The LatAm Executive reported directly to Stericycle executives at Stericycle’s corporate headquarters.

The LatAm Executive established an executive office in Miami, Florida as headquarters for Stericycle’s Latin America operations, and personally relocated from Mexico to Miami in 2015.

Despite risks inherent in its business, Stericycle lacked sufficient internal accounting controls with respect to its international business in Latin America. As Stericycle grew in Latin America through acquisition, the accounting processes and systems remained mostly decentralized with neither uniformity nor proper oversight, resulting in internal control deficiencies. Additionally, Stericycle had no centralized compliance department and failed to implement its FCPA policies or procedures prior to 2016.

For reporting periods from at least 2012 through the first quarter of 2016, the LatAm Executive, along with executives of Stericycle Brazil and Stericycle Mexico with knowledge of the bribery scheme in their respective countries, signed and transmitted numerous sub-certification letters in which they falsely stated that they were not aware of any actual or potential material event in their region, including any actual or alleged violation of any applicable law.”

The administrative order finds that Stericycle violated the FCPA’s anti-bribery, books and records, and internal controls provisions. To resolve the matter, the order states:

“[Stericycle] shall pay disgorgement of $22,184,981.00 and prejudgment interest of $5,999,258.80 to the Securities and Exchange Commission for transfer to the general fund of the United States Treasury … Respondent shall receive a disgorgement offset of up to $4,196,719 (1/3 of Respondent’s net profits from its violations related to Brazil) based on the U.S. dollar value of any disgorgement paid to the Brazilian Controladoria-Geral Da União/Advocacia-Geral da União and the Ministério Publico Federal (“Brazilian Authorities”) reflected by evidence acceptable to the Commission staff in its sole discretion, in a parallel proceeding against Respondent in Federal Court in Brazil concerning the same underlying conduct related to Brazil of this Order. Such evidence of payment shall include a copy of the wire transfer or other evidence of the amount of the payment, the date of the payment, and the name of the government agency to which payment was made. To receive this offset, Respondent must make the above-identified payments within 12 months from the date of this Order. Any amounts not paid as an offset within the specified time shall be immediately due to the U.S. Securities and Exchange Commission. Respondent shall, within 30 days of the entry of this Order, pay $23,987,520.80 to the Securities and Exchange Commission for transfer to the general fund of the United States Treasury.”

The administrative order mentions the following remedial actions and cooperation:

“In determining to accept the Offer, the Commission considered remedial acts undertaken by Stericycle and cooperation afforded the Commission staff. Stericycle’s cooperation included sharing facts developed in the course of its own internal investigations and forensic accounting reviews, translating key documents and making employees available for interviews, including voluntarily facilitating interviews in the United States of foreign-based employees.

Stericycle’s remediation included the termination of employees and third parties responsible for the misconduct and enhancements to its internal accounting controls. Stericycle created a compliance organization, including hiring an experienced Chief Ethics and Compliance Officer as well as local compliance staff, enhanced its policies and procedures and compliance communications, and introduced training of employees on anti-bribery issues.”

As a condition of settlement, Stericycle likewise agreed to engage an Independent Compliance Monitor for a two year period and report to the Commission staff periodically.

In the SEC release, Eric Bustillo (Director of the SEC’s Miami Regional Office) stated:

“Stericycle rapidly expanded in Latin America without any meaningful oversight or compliance measures, as evidenced by widespread bribery schemes lasting for many years in most of its Latin America operations. Companies in pursuit of global expansion cannot disregard the need for appropriate controls.”

In this release, Cindy Miller (President and Chief Executive Officer at Stericycle) stated:

“Resolving this legacy matter represents another important milestone in Stericycle’s business transformation journey. Over the past several years, we have focused on fully remediating the issues identified during the investigation. This includes instituting new policies, procedures and internal controls and building a culture of compliance, integrity and accountability that aligns with our core values across our entire global operation.”

The release further states:

“Under the direction of the board’s audit committee, Stericycle conducted its own thorough internal investigation, cooperated fully with the DOJ, SEC and Brazilian authorities, and took extensive steps to establish a strong global anti-corruption compliance program by enhancing its compliance policies, procedures and internal controls in every country in which it operates. Stericycle’s remedial actions were acknowledged by the DOJ, the SEC and the Brazilian authorities in the settlements.

Since 2017, Stericycle has transformed its board of directors and leadership team. The company has named multiple new members to its board of directors and added new, experienced executives to its leadership team, including Cindy J. Miller, who was named president and chief operating officer in 2018 and chief executive officer in 2019. The company also created a new Operations, Safety and Environmental Committee to enhance board oversight and hired compliance personnel including an experienced chief ethics and compliance officer reporting directly to Miller and the chair of the audit committee.

Building a Culture of Compliance—Remedial Measures and Global Enhancements

U.S. authorities credited Stericycle for its cooperation in the investigation and for steps the company’s new leadership has taken to enhance and ensure compliance and internal controls. As detailed in Stericycle’s deferred prosecution agreement, these steps have included: strengthening its corporate governance by appointing new executive leadership and board members; strengthening its compliance function by hiring additional personnel, including an experienced chief ethics and compliance officer; updating its code of conduct and internal controls relating to anti-corruption, retention and management of commercial agents and other third parties, and gifts, travel and entertainment; enhancing its internal reporting, investigations and risk assessment processes; overhauling its compliance training and communications; terminating employees involved in the relevant conduct; and divesting its subsidiaries in Argentina and Mexico.”

Sidley & Austin attorneys Timothy Treanor, Stephen Cohen, Michael Mann, and Julia Mirabella represented Stericycle.

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