The SEC brought a significant FCPA action yesterday, charging oil and gas company Total S.A. with paying $60 million in bribes to intermediaries of an Iranian government official. The Iranian official then allegedly exercised his influence to help Total obtain contracts to develop oil and gas fields in Iran that resulted in more than $150 million in profits for the company. The SEC announced that Total had agreed to settle the case, along with a parallel criminal matter, by paying more than $398 million. 

The SEC alleged that Total attempted to cover up the bribes by mischaracterizing them as consulting agreements and “business development expenses” in its books and records. Andrew M. Calamari, Director of the SEC's New York Regional Office, confirmed that under the settlement, Total must pay back $153 million in profits from the illegally-obtained contracts, plus a separate $245.2 million criminal penalty. Total's agreement with the SEC also requires it to retain an independent compliance consultant to review and report on Total's compliance with the FCPA. 

In the parallel criminal matter, prosecutors from the Eastern District of Virginia charged the company with one count of conspiracy to violate the anti-bribery provisions of the FCPA, one count of violating the internal controls provision of the FCPA, and one count of violating the books and records provision of the FCPA.  Total agreed to resolve these charges by:

paying the $245.2 million criminal penalty;

entering into a deferred prosecution agreement for a term of three years;

cooperating with the DOJ and foreign law enforcement to retain an independent corporate compliance monitor for a period of three years; and

continuing to implement an enhanced compliance program and internal controls designed to prevent and detect FCPA violations.

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