LONDON - Rolls-Royce said it has entered into a Deferred Prosecution Agreement (DPA) with the UK’s Serious Fraud Office (SFO) with the approval of the President of the Queen’s Bench Division (The Right Honourable Sir Brian Leveson) and published by the SFO. Rolls-Royce has also reached a DPA with the US Department of Justice (DoJ) and a Leniency Agreement with Brazil’s Ministério Público Federal (MPF).
These agreements relate to bribery and corruption involving intermediaries in a number of overseas markets, concerns about which the company passed to the SFO from 2012 onwards following a request from the SFO. These are voluntary agreements, which result in the suspension of prosecution provided that the company fulfils certain requirements, including the payment of a financial penalty. The agreements will result in the total payment of £671 million ($824 million).
"The behavior uncovered in the course of the investigations by the Serious Fraud Office and other authorities is completely unacceptable and we apologize unreservedly for it, said Warren East, Chief Executive, Rolls-Royce. "This was unworthy of everything which Rolls-Royce stands for, and that our people, customers, investors and partners rightly expect from us."
East added that past practices that have been uncovered "do not reflect the manner in which Rolls-Royce does business today. We now conduct ourselves in a fundamentally different way. We have zero tolerance of business misconduct of any sort."
Under the terms of the DPA with the SFO, Rolls-Royce will pay £497,252,645 plus interest under a schedule lasting up to five years, plus a payment in respect of the SFO’s costs.
SFO Payment Schedule
By June 30, 2017 £119,000,000
By January 31, 2019 £100,000,000
By January 31, 2020 £130,000,000
By January 31, 2021 £148,252,645
Rolls-Royce has also agreed to make payments to the DoJ totaling $169,917,710 and to the MPF totaling $25,579,179. As a result, total payment by Rolls-Royce in the first year of all three agreements is expected to be £293 million ($360 million).
Rolls-Royce reports its full year 2016 results on February 14, 2017 and an appropriate update on the implications of these settlements will be provided at that time. Early indications are that the Group has had a good finish to the year with both profit and, in particular, cash expected to be ahead of expectations.
Rolls-Royce has co-operated fully and extensively with the authorities and all three agreements record Rolls-Royce’s co-operation, with the UK agreement specifically noting our "full and extraordinary co-operation" with the SFO’s investigation. We have taken decisive disciplinary action where the rules have been broken. This has resulted in a number of people leaving the business and we no longer use any of the intermediaries who have been implicated.
Rolls-Royce has implemented an extensive action program to embed ethics and compliance at our heart and transform our business culture, including:
-- Setting clear standards for the behaviors we expect of our people and those we do business with
-- Implementing revised and new ethics and compliance policies covering areas including anti-bribery and corruption, offset, gifts and hospitality and lobbying
-- Recruiting a senior team of ethics and compliance experts
-- Training ethics and compliance specialists across our business and introducing an extensive training program for employees
-- Encouraging employees to report any concerns and creating new channels including a 24-hour Ethics Line available worldwide
-- Reducing dramatically the number of intermediaries that we use across the world and ensuring that those advisers that we do retain meet our high ethical and compliance standards and understand exactly what is expected of them
All this work has been overseen by one of the world’s most respected authorities in this field, Lord Gold, who was appointed in 2013 and continues to work with Rolls-Royce. He reports back to the Board regularly on progress and when he completes his final report we will publish it.
For legal reasons, Rolls-Royce cannot make any comment on the agreed Statements of Facts, published by the investigating authorities, nor on the identity of any intermediaries or employees.