By Allison Martell
Jan 9 Alcoa Inc and a joint venture it
controls have agreed to pay $384 million to resolve charges of
bribing officials of a Bahraini state-controlled aluminum
smelter, marking one of the largest U.S. anti-corruption
settlements of its kind.
Two deals, announced on Thursday, settle criminal and civil
allegations that two of the joint venture's subsidiaries bribed
officials for years so they could supply raw materials to
Aluminium Bahrain, or Alba. The Bahraini metal
producer has links to the tiny Gulf kingdom's royal family.
Alcoa Inc failed to maintain adequate internal controls to
prevent or detect more than $110 million in improper payments
funneled to Alba through a consultant between 1989 and 2009,
according to the U.S. Securities and Exchange Commission, which
brought civil charges under the Foreign Corrupt Practices Act.
The Department of Justice brought criminal charges under the
"As the beneficiary of a long-running bribery scheme
perpetrated by a closely controlled subsidiary, Alcoa is liable
and must be held responsible," George Canellos, co-director of
the SEC's enforcement division, said in a prepared statement.
The Alcoa settlement is part of a broad crackdown by U.S.
authorities on improper payments made by companies to win
business in foreign jurisdictions.
Some of the largest U.S. companies, including Wal-Mart
Stores Inc and Avon Products Inc, have spent
hundreds of millions on internal investigations into possible
misconduct in foreign markets.
The Justice Department is investigating whether Wal-Mart
paid bribes in Mexico to obtain permits to open new stores, and
whether executives covered up an internal inquiry into the
payments. It is also looking into possible misconduct by the
world's largest retailer in Brazil, China and India.
To date, the largest combined Justice Department-SEC
settlement was $800 million, paid by Germany's Siemens AG
to resolve allegations of widespread bribery in 2008.
Alcoa's $384 million settlement ranks as the fourth largest,
the SEC said in a release.
Shares of top U.S. aluminum producer Alcoa, which previously
said it was in settlement talks, fell 1.3 percent to end regular
trading at $10.69 on the New York Stock Exchange.
In a statement, New York-based Alcoa took pains to
distinguish the parent company from its joint venture.
"There is no allegation in the filings by the DOJ and there
is no finding by the SEC that anyone at Alcoa Inc knowingly
engaged in the conduct at issue," it said in a release.
"I don't think there is too much relevance to the current
personnel or the future. It is water under the bridge," said
John Tumazos, analyst at Very Independent Research.
Bribery allegations involving Alba - now under new
management - have played out in several countries for more than
In one of Britain's biggest corruption prosecutions in
years, a British-Canadian businessman was charged with paying
former Alba managers bribes linked to the supply agreements
between 1998 and 2006.
The businessman, Victor Dahdaleh, was accused of acting as a
middleman between a member of Bahrain's royal family and
suppliers, including Alcoa. But his trial fell apart in December
after two lawyers who played a crucial role in the case refused
to testify, and another witness changed his testimony.
Alcoa was not accused of wrongdoing in the Dahdaleh case,
and it was not a party to those proceedings.
Dahdaleh's lawyer argued that the payments were a Bahraini
"custom and practice" and were approved by Sheikh Khalifa bin
Salman al-Khalifa, the prime minister and a member of the
Bahraini royal family. Reuters could not reach him for comment
during the trial.
In the SEC's release on Thursday, the U.S. regulator said
Alcoa's subsidiaries used a London-based consultant to funnel
the payments to officials, but it did not name the consultant.
The subsidiaries cited by the SEC are Alcoa World Alumina and
Alcoa of Australia, both of which are parts of the joint
A manager at one of the subsidiaries said the consultant
would "keep the various stakeholders in the Alba smelter happy,"
according to the SEC. The regulator said Alcoa did not try to
determine whether there was a legitimate reason to use a
go-between "despite the red flags inherent in this arrangement."
PAYMENTS OVER FOUR YEARS
As part of Thursday's deals, Alcoa settled the charges
brought by the SEC, agreeing to pay $161 million in five
installments over four years. The company settled a civil
lawsuit with Alba in 2012.
The Justice Department's deal was with Alcoa World Alumina
LLC, a joint venture with Australia's Alumina Ltd. The
venture, 60 percent-owned by Alcoa, agreed to plead guilty to a
single count of violating the Foreign Corrupt Practices Act and
pay $223 million in five installments over four years
Under a previous agreement with Alumina Ltd, the Australian
company will contribute 15 percent of the cost of the
settlements, including legal fees.
Alcoa will take a $288 million charge in the fourth quarter
of 2013 related to the settlements.
The company is scheduled to report fourth quarter-results
after North American equity markets close on Thursday.