Agricultural Company to Pay Over $10M to Resolve Foreign Bribery Case

The Scoular Company (Scoular), an agricultural supply chain company based in Omaha, Nebraska, will pay over $10 million to resolve an investigation by the Justice Department into a years-long scheme in which it relied on bribery of Mexican officials to deliver trains of goods across the U.S.-Mexico border. Scoular entered into a three-year deferred prosecution agreement (DPA) in connection with a criminal information filed in the Western District of Texas charging the company with one count of conspiracy to violate the anti-bribery provisions of the Foreign Corrupt Practices Act (FCPA). According to court documents, between 2013 and 2019, Scoular relied on multiple customs brokers to ensure that its shipments of corn and other products successfully crossed from the United States into Mexico. Under Mexican law, those shipments were subject to inspection for dirt, soil, and other impurities. To ensure that Scoular’s shipments successfully transited the border despite inspections that found such dirt, soil, and other impurities, Scoular authorized multiple third-party customs brokers to bribe Mexican officials at the border. At the direction of Scoular employees, and for Scoular’s benefit, those brokers paid bribes of approximately $2,000 per Scoular train and invoiced the bribes back to Scoular for reimbursement of reinspection fees, which Scoular paid. Scoular employees communicated about shipments and bribes via WhatsApp and other means. In total, Scoular authorized bribes of more than $400,000 and avoided fees and costs of more than $6.5 million. As part of the DPA, Scoular agreed to pay a $9,769,521 criminal penalty and $414,351 in forfeiture. Scoular will also continue cooperating with the department in any ongoing or future criminal investigation arising during the term of the DPA. Further, Scoular has committed to implementing a compliance and ethics program designed to prevent and detect violations of the FCPA, and other applicable anti-corruption laws, throughout its operations. Scoular will periodically report to the department on remediation and implementation of compliance measures throughout the term of the DPA. The department reached this resolution with Scoular based on a number of factors, including, among others, the nature and seriousness of the offense and the determination during the course of the investigation, that, unbeknownst to the company or its employees, a portion of the bribes paid in connection with Scoular’s shipments benefited persons associated with the criminal operations of a cartel operating at the U.S.-Mexico border. Scoular did not receive voluntary disclosure credit pursuant to the Department of Justice’s Corporate Enforcement and Voluntary Self-Disclosure Policy, because it did not voluntarily and timely disclose to the Criminal Division’s Fraud Section the conduct described in the Statement of Facts. Scoular received credit for its cooperation with the department’s investigation, which included (i) conducting an internal investigation into the misconduct and providing evidence to the department, including detailed factual presentations; (ii) providing information and evidence to the department that identified those involved in the misconduct; (iii) producing and organizing materials in response to the department’s voluntary document requests, notwithstanding certain deficiencies in the early part of the investigation; and (iv) securing counsel for current employees. Scoular also engaged in timely remedial measures, including (i) increasing compliance sensitivity across the organization through enhanced business engagement; (ii) implementing the findings of an external compliance program maturity assessment and an anti-corruption risk assessment, including by restructuring its compliance function and incorporating senior leadership oversight across compliance and business activities; (iii) reducing operational risk by eliminating the use of customs brokers associated with reinspection fees in Mexico; (iv) strengthening risk-based review and monitoring procedures, and coordinating those efforts through the use of specific software tools; (v) updating and launching a revised Code of Conduct, along with several key policies and procedures related to its compliance program, including anti-corruption, bribery, conflicts of interest, and third party management; (vi) improving and implementing risk-based screenings and approval requirements for third-party providers; implementing anti-corruption and audit right provisions in third-party contracts; (vii) implementing revised financial controls procedures that relate to high-risk transactions, and (viii) providing general and targeted anti-corruption training to relevant personnel. In light of these considerations, the criminal penalty reflects a 25% reduction from the bottom of the applicable guidelines range, and the term of the DPA is for a period of three years.