Excellent piece from Ben Heineman Jr., a Senior Fellow of the Program on Corporate Governance at Harvard Law School, on Walmart’s Global Compliance Report and the state of the company’s FCPA investigations. An excerpt:
For the second year in a row, Walmart shareholders will consider a resolution calling for the establishment of an independent chairman for the company’s board of directors. While investors have long expressed concern about the company’s failures in corporate governance and internal controls, that concern became more acute starting in 2012 after the New York Times published Pulitzer-winning expose detailing an (alleged) systematic campaign of bribery at Walmex, plus an executive-led campaign to cover it up.
Wednesday’s proxy statement contained the interesting (though not entirely unexpected) news that Christopher Williams will not be seeking re-election to Walmart’s Board of Directors. According to Walmart, Williams is stepping down after 10 years on the board in accordance with the company’s guidelines on the tenure of outside directors. Whether that’s the whole story behind Williams’s departure or not, we don’t know, but regardless of the reason for Williams’s departure, we can think of two groups that are probably happy to see him go:
Target announced the resignation of its Chief Information Officer yesterday.
KC’s View: Cheesewright is going to have a full plate, especially if the bribery scandal comes back to bite the company on its posterior.
Whether Walmart lobbied Indian officials to open the Indian retail market to foreign direct investment (FDI) is a long disputed question. In India, lobbying is illegal and akin to bribery. Concerns that Walmart lobbied in India led the government to appoint a former Justice to investigate Walmart’s activities.
More takeaways from last week’s analyst shindig:
Big news today for Walmart director Tim Flynn, who also sits on the board of JPMorgan: JPMorgan and four regulators announced a settlement on the London Whale matter in which the company will pay $920 million in fines and acknowledge misconduct by company management.
It got overshadowed in the press coverage of the company’s disappointing same-store sales figures, weak traffic, and downward revision of guidance for the rest of the year, but Walmart reported yesterday that it spent about $82 million in the second quarter on FCPA and compliance matters—12 percent more than it spent in the first quarter and well above its projection of $65-70 million. Add that to the $230 million the company spent in Fiscal Year 2013 and the first quarter of Fiscal Year 2014, and the total reported spending to date on FCPA-related matters is $312 million.
Everyone knows that the costs related to Walmart’s Foreign Corrupt Practices Act (FCPA) investigation are huge – more than $200 billion spent already. And all Walmart staff are familiar with the Walmart Global Ethics Office – it’s the place that most would go if they had information that might aid the investigation. But everyone probably doesn’t know about whistleblower protections that were part of the Dodd-Frank legislation passed in 2010. Under Dodd-Frank, employees are given financial incentives and anti-retaliation protections for reporting securities violations like the FCPA to the Securities and Exchange Commission.