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U.S. Securities and Exchange Commission


Litigation Release No. 20336 / October 17, 2007

Accounting and Auditing Enforcement Release No. 2741 / October 17, 2007

SEC v. Urs Kamber, Stephan Husi and Richard Jon May, Civil Action No. 1:07-CV-01867 (JDB) (D.D.C.)

SEC Charges Three Former Officers of Centerpulse Ltd. in Financial Fraud Scheme

The Securities and Exchange Commission today filed civil fraud charges in the U.S. District Court for the District of Columbia against three former officers of Centerpulse Ltd., alleging that they fraudulently inflated Centerpulse's third and fourth quarter 2002 income by manipulating reserves and refusing to recognize expenses and liabilities. Named in the Commission's complaint are former CFO Urs Kamber, former Controller Stephan Husi, and Richard Jon May, the former group vice president of finance, tax counsel and treasurer of Centerpulse USA Holding Company. Centerpulse (which was acquired by Zimmer Holdings Inc. in 2003) was a medical implants manufacturer headquartered in Switzerland during the alleged misconduct.

The complaint alleges that Kamber, Husi and May engaged in the following misconduct:

  • They fraudulently inflated Centerpulse's third quarter 2002 income by improperly deferring recognition of a $25 million expense, refusing to write down $3.4 million in costs associated with an impaired asset, and approving $3.6 million in improper reserve adjustments. As a result, Centerpulse overstated its third quarter 2002 pretax income by approximately $32 million.
  • They fraudulently inflated Centerpulse's fourth quarter and fiscal 2002 income by refusing to increase a reserve to cover at least $18 million in liabilities, improperly using anticipated refund credits to offset another $5 million in expenses, and again refusing to write down $3.4 million in costs associated with an impaired asset. As a result, Centerpulse overstated its fourth quarter and fiscal year 2002 pretax income by at least $26.4 million.

The complaint charges Kamber, Husi and May with violating and/or aiding and abetting violations of the antifraud, reporting, books and records and internal controls provisions of the federal securities laws - namely, Sections 10(b), 13(a), 13(b)(2)(A), 13(b)(2)(B) and 13(b)(5) of the Securities Exchange Act of 1934, and Exchange Act Rules 10b-5, 12b-20, 13a-1, 13a-16 and 13b2-1. Kamber is also charged with violating the certification provision of the Sarbanes-Oxley Act of 2002, found in Exchange Act Rule 13a-14, and May is charged with violating the lying to auditors provision of Exchange Act Rule 13b2-2. The Commission seeks a permanent injunction, a civil monetary penalty, an officer and director bar, and disgorgement with prejudgment interest against each defendant.

SEC Complaint in this matter



Modified: 10/17/2007