SEC Charges Brazilian Meat Producers With FCPA Violations

The Securities and Exchange Commission today announced that Brazilian nationals Joesley Batista and Wesley Batista and their companies J&F Investimentos S.A. and JBS S.A., a global meat and protein producer, have agreed to pay nearly $27 million to resolve charges arising out of an extensive bribery scheme that took place over multiple years. 

The SEC’s order finds that the Batistas engaged in a bribery scheme in part to facilitate JBS’s 2009 acquisition of U.S. issuer Pilgrim’s Pride Corporation.  According to the order, following that acquisition and while serving as board members of Pilgrim’s, the Batistas made payments of approximately $150 million in bribes at the direction of a former Brazil Finance Minister using in part funds from intercompany transfers, dividend payments, and other means obtained from JBS operating accounts containing funds from Pilgrim’s.  As set forth in the order, the Batistas exerted significant control over Pilgrim’s, which shared office space, overlapping board members and executives, accounting and SAP systems, and certain internal accounting controls and policy documents with JBS and its U.S. affiliate JBS USA.  The order finds that as a result of that control, the Batistas caused the failure of Pilgrim’s to maintain an adequate system of internal accounting controls and accurate books and records.  The order also finds that the Batistas, who signed Pilgrim’s Pride’s financial statements, did not disclose their conduct to Pilgrim’s Pride’s accountants and independent public accountants.

“Engaging in bribery to finance their expansion into the U.S. markets and then continuing to engage in bribery while occupying senior board positions at Pilgrim’s reflects a profound failure to exercise good corporate governance,” said Charles Cain, Chief of the SEC Enforcement Division’s FCPA Unit. “This brazen misconduct flies in the face of what investors should expect from those occupying the role of an officer or director of a U.S. issuer.”

Joesley Batista, Wesley Batista, J&F, and JBS consented to the SEC’s order finding that they caused Pilgrim’s Pride’s violations of the books and records and internal accounting controls provisions of the FCPA and agreed to cease-and-desist orders.  Further, JBS agreed to pay approximately $27 million in disgorgement and the Batistas each agreed to pay a civil penalty of $550,000.  The parties must also comply with a three-year undertaking to self-report on the status of certain remedial measures.  As also announced today by the Department of Justice, J&F pleaded guilty to conspiracy to violate the FCPA and will pay a criminal penalty of over $256 million. 

The SEC’s investigation was conducted by Maria F. Boodoo and Michelle L. Ramos.  The case was supervised by Tracy L. Price.  The SEC appreciates the cooperation of the Ministerio Publico Federal and the Procuradoria-Geral da Republica in Brazil.