Savior. The central Rayo scored his third goal of the season that served to leave the three points in Vallecas against Girona. During the season he is showing himself as one of the most regular players of the Madrid team. Meanwhile, he picked up a rebound after a shot at Piovaccari’s suit.Somma (Sports) Tenerife won an important victory at home against Albacete, in a match in which Álex Muñoz put the peace of mind by scoring in a goal that put the 4-2 on the scoreboard. Meanwhile, he picked up a pass after a long run and left leg, beat Tomeu Nadal for his right stick.Juan Cruz (Elche) One of the most powerful investments of Almeria in this summer market is showing its enormous quality in recent games. His performance against Lugo was the best of the season: a goal, two assists and football in abundance. In addition, he crashed the ball into the wood in the kick of a foul.Pere Milla (Elche) Ojeda is being one of the most regular players in the intermittent season of Albacete. The canary is the main danger of Ramis starting from the left wing and had 100% success in short passes, long and dribbling. In addition, he allowed his dreams to dream with the comeback with a goal coming from the second line.StrikersJuan Muñoz (Almeria) The twenty-second day of LaLiga SmartBank He had eleven protagonists that we detail below. Darwin Núñez and Juan Muñoz (Almería) were the most prominent players. Catena (Rayo) and Somma (Deportivo) gave the victory to their teams. Pere Milla (Elche) saved a point in the added time. Partidazo de Cifuentes (Cádiz) that left his goal to zero with great interventions.GoalkeeperCifuentes (Cádiz) Somma scored the only goal of the game at the premiere of Fernando Vázquez on the bench of Deportivo. The Italian picked up a rejection within the area to open his scoring account with the Galician team. In defense he was safe with five punts, two innings and three of five aerial duels won.Midfield playerMikel Rico (Huesca) The side of Elche begins to frequent the ounces of the day. Before the Huesca it was a nuisance for Miguelón during the whole game with his careers per band, in which he could always put the center and find auctioneer. Once again he made his additions to the attack his strong point.Catena (Lightning) Mikel Rico held the center of the field of the Oscenses for the umpteenth time this season. He was the one who set the pace for those of Míchel and, in addition, closed his great performance with a good goal. Left to the strain of the post, unstoppable for Badia. On his return to the Aragonese team, the midfielder is being capital to achieve the goal of promotion.Suso (Tenerife) The protagonist of the ilicitano tie before the Huesca was Pere Milla. The attacker entered from the bench with 19 minutes yet to be played. It was enough for the ilerdense to give life to a dead and soulless Elche, although it did not help him get the comeback. Milla tied in 92 ‘and put the ilicitana parish on the edge of collective delirium.Darwin Núñez (Almería) The veteran goalkeeper has started the new year as a shot. Immeasurable in his actions against the Ponferradina, to keep the goal to zero. In the first part he drew two good hands from Kaxe and Yuri. The best thing was reserved for the final, in another spectacular stretch to clear a shot of the Brazilian striker, showing feline reflexes.DefensesÁlex Muñoz (Tenerife) The captain of Tenerife and an emblem on the island of Tenerife held three hundred meetings with the Tete shirt in the best possible way: victory and goal. In the madness that was the Tenerife-Albacete, Suso scored a goal, without getting nervous in front of the goalkeeper, and assisted Dani Gómez in the third goal of his own.Ojeda (Albacete) If Muñoz was one of the most powerful investments in Almeria this summer, Darwin Núñez’s is not far behind. The charrúa is called to be one of the important men in football in the coming years. This season has already thrown the door down Second. Before Lugo signed two goals of authentic ‘killer ’’Six this campaign, and a physical and technical superiority over the rest.
This prior post went in-depth into the recent $25 million Foreign Corrupt Practices Act enforcement action against Novartis.This post continues the analysis by highlighting various issues to consider.Origin and TimelineBelow is how Novartis has described the origin of its FCPA scrutiny in public filings.“After reports of Chinese government investigations of competitors for alleged improper use of certain China-based travel agencies to reward healthcare providers, Novartis commenced an internal investigation in 2013 concerning its local affiliates’ relationships with China-based travel agencies (and other vendors). Novartis is communicating with the US Securities and Exchange Commission (SEC) about this internal investigation.”Chinese Travel CompaniesAs highlighted in this recent guest post, several FCPA enforcement actions have been based on alleged improper travel involving alleged Chinese officials. Often times, this travel is facilitated through Chinese travel agencies – a well-known corruption risk.For instance, in the recent SciClone enforcement action, the SEC found:“Local Chinese travel companies were routinely hired to provide services (such as arranging transportation, accommodations, and meals for HCPs) in connection with what were ostensibly legitimate conferences, seminars, and other events. In addition to a lack of due diligence for these third party vendors … there was a lack of controls over the events to ensure they had an appropriate business purpose and that the events actually occurred.”Similarly, in the Novartis enforcement action, the SEC found:“As part of its normal business operations, Sandoz China hired local Chinese travel companies to arrange transportation, accommodations, and meals for HCPs in connection with education events. However, in many instances, the actual trips did not include an educational purpose or the scientific/educational components were minimal in comparison to the sightseeing or recreational activities, and were instead a method of influencing the HCPs. The related expenses were approved and paid with little or no supporting documentation.”[…]Between 2011 and 2013, employees and agents of Novartis China made payments to government officials in China in connection with pharmaceutical sales. The payments were made through event planning and travel companies retained by Novartis China ostensibly to arrange transportation, accommodations and meals for HCPs in connection with educational conferences and other business activities. Through the use of these complicit vendors, HCPs were provided with improper inducements to prescribe or recommend Novartis products. The subsidiary recorded these payments as legitimate selling and marketing costs in its books.Novartis China retained numerous third-party travel and event planning vendors to organize and manage marketing for HCPs events, both locally within China, and outside China. The range of services varied but in some cases vendors arranged the venue, food, entertainment, flights, hotels, and transit depending upon the location of the event and number of participants. In the past several years, Novartis China has hosted thousands of such events, and the pharmaceutical business unit within Novartis China was the largest consumer of these services.Despite the widespread use of third-party travel and event planning vendors in China, Novartis did not have sufficient internal accounting controls or anticorruption compliance measures in connection with the use of these vendors. Among other things, Novartis failed to conduct sufficient training of its sales staff and managers to prevent and detect inappropriate payments made to and/or through these vendors, failed to conduct proper due diligence in connection with these vendors and failed to ensure sufficient and appropriate support for the selling and marketing expenses submitted by these vendors.”No-Charged Bribery DisgorgementThe Novartis action was yet another SEC FCPA enforcement action that did not charge or find violations of the FCPA’s anti-bribery provisions, yet the bulk of the $25 million settlement amount was disgorgement.As highlighted in this previous post, so-called no-charged bribery disgorgement is troubling.Among others, Paul Berger (here) (a former Associate Director of the SEC Division of Enforcement) has stated that “settlements invoking disgorgement but charging no primary anti-bribery violations push the law’s boundaries, as disgorgement is predicated on the common-sense notion that an actual, jurisdictionally-cognizable bribe was paid to procure the revenue identified by the SEC in its complaint.” Berger noted that such “no-charged bribery disgorgement settlements appear designed to inflict punishment rather than achieve the goals of equity.”Further, like many, many other FCPA enforcement actions, the Novartis action assumes causation. In other words, it assumes that the only reason Chinese “foreign officials” purchased Novartis product was because the alleged officials received various things of value such as an excursion to Niagara falls, spa and sauna sessions, and cover charges to a strip club.Such assumed causation, very much relevant to disgorgement issues, would seem speculative at best.A Government Required Transfer of Shareholder Wealth to FCPA Inc?Per the SEC’s own allegations, Novartis (a company with approximately 120,000 employees) violated the FCPA’s book and records and internal controls provisions because a few employees at two indirect Chinese subsidiaries concealed their conduct from the parent company and provided various things of value to alleged Chinese “foreign officials.”In its order, the SEC complimented Novartis for its pre-enforcement action remedial measures and stated:“As a result of its internal review over relationships with local Chinese third party travel and event planning vendors, Novartis identified weaknesses in its internal controls over third party relationships at Novartis China. Novartis promptly took remedial steps to improve its internal controls at Novartis China including overhauling its anti-corruption policies and procedures, terminating and/or imposing other disciplinary sanctions against culpable employees, suspending vendor relationships and payments, doubling its training initiatives, re-organized its compliance function to include enhanced oversight by regional and headquarter compliance personnel, and eliminated the use of vendors to support external meetings.”Against this backdrop, was it truly necessary – as a condition of settlement – for Novartis to report to the SEC “periodically, at no less than nine-month intervals during a two-year term, the status of its remediation and implementation of compliance measures.”Or is this yet another example, post-enforcement action, of a government required transfer of shareholder wealth to FCPA Inc? (See here, here, here and here for prior posts).Other ScrutinyThe FCPA enforcement action involved alleged conduct only in China. However, Novartis is under scrutiny in other countries as well. For instance, as highlighted in this recent post, “South Korean authorities raided Novartis offices in search of evidence the company provided bribes to local doctors.”