DoJ, SEC Walmart $282mn FCPA

• Walmart agreed to pay SEC about $144mn, and $138mn to DoJ, total of $282mn.
• Failed to maintain adequate anti-corruption compliance program for about decade.
• Subsidiaries in Brazil, China, India, Mexico used third-party intermediaries (TPIs)
  who made payment to foreign government officials without compliance assurance.
• Walmart planned to do proper compliance and training, but put the plans on hold.
• It valued global growth and cost-cutting over compliance, said the SEC FCPA chief.

FCPA Compliance Program

• Walmart executives discussed revising anti-corruption policy and procedures after their publication in March 2005, but did not start enhanced program until February 2007.
• New program revised policy and procedure, new audit, training, TPI due diligence.
• Rollout scheduled to begin two months later, and conclude in or around end 2008.
• New policy insufficiently implemented; next compliance officer to update program.
• In 2009, implement decentralized approach, was easier and quicker to implement.
• Each country would be required to set own program based on Walmart standards.
• Walmart sent 10 subsidiaries a 1-page document: global anti-corruption standard.
• 2010 FCPA reviews in Brazil, India, Mexico showed FCPA-weakness on accounting.
• In 2011, Walmart recognizing gaps, hired law and consulting firms to review, test.

Self-Disclosure

• Made initial self-disclosure of FCPA violations in Mexico to the SEC from November 2011.
• Cooperated identifying relevant issues and facts, and updating SEC staff regularly.

Remedial Action

• Walmart took remedial measures: hired a global chief ethics & compliance officer.
• Hired dedicated global anti-corruption officer, and specialized compliance officers.
• Conducted enhanced monthly, quarterly anti-corruption monitoring in its markets.
• Enhanced on-site global audits of FCPA accounting controls and procedures tests.
• New internal accounting controls, training program, terminating of TPIs involved.
• Automated global license management system applicable to charitable donations.

DoJ Non-Prosecution Agreement

• Walmart has entered a non-prosecution agreement with DoJ acknowledging crime.

SEC Disgorgement

• SEC not imposing a penalty due to DoJ enforcement, but requiring disgorgement.