Without fanfare, DOJ recently published a “declination and disgorgement letter,” the first FCPA declination published by the Department since August 2020.
As disclosed in the letter, DOJ has declined to prosecute Jardine Lloyd Thompson Group Holdings Ltd., formerly Jardine Lloyd Thompson Group plc (“JLT”), “despite bribery committed by an employee and agents of the Company and its subsidiaries.” JLT was a UK-based multinational insurance company headquartered in London, England, and was acquired by Marsh & McLennan Companies, Inc. in 2019. It was investigated in connection with bribes paid to Ecuadorian government officials to secure contracts from a state-owned surety company.
The stated reasons for DOJ’s declination include:
- JLT’s voluntary self-disclosure of the misconduct;
- JLT’s cooperation in the form of providing all known relevant facts about the misconduct, including information about the individuals involved in the conduct;
- JLT’s separation from the executive and third-party intermediary company involved in the misconduct; and
- JLT’s agreement to disgorge the full amount of its ill-gotten gains.
JLT will disgorge $29,081,951.00 USD, which the Department agreed to credit completely against a payment that will be made to the UK’s Serious Fraud Office (“the SFO”). The SFO has yet to publish any details on its side of the resolution.
The fact that JLT achieved a declination in the current enforcement environment is noteworthy, as public remarks by Department personnel as well as the lack of declinations in the last 18 months, had at least implicitly called into question the continuing viability of the FCPA Corporate Enforcement Program. On the other hand, that the declination was released without any accompanying publicity could be read as a sign that the Department continues to wrestle with whether declination in the face of clear wrongdoing is consistent with the broader aims of its corporate enforcement efforts.