Siemens Aktiengesellschaft (“Siemens”) was a corporation organized under the laws of Germany with its principal offices in Berlin and Munich, Germany, and, through its operating groups, subsidiaries, officers, directors, employees, and agents, was engaged in a variety of business activities for, among others, national, state, and municipal governments. This included, among other things, developing, constructing, selling, and servicing telecommunications equipment and systems; power generation, transmission, and distribution equipment and systems; transportation equipment and systems; medical equipment and systems; and industrial and traffic equipment and systems. Siemens was organized in a matrix-like structure with both operating groups and regional companies, organized by location. The functions of operating groups and regional companies often overlapped, though each operated independently with minimal, if any, centralized reporting mechanisms beyond financial reporting. Over 1,800 legal entities operated as part of the Siemens group of companies. As of March 12, 2001, Siemens' stock was listed on the New York Stock Exchange.
Siemens S.A. (Venezuela) (“Siemens Venezuela”), headquartered in Caracas, Venezuela, was a wholly owned subsidiary of Siemens. Siemens Venezuela was a regional company that contracted for and managed projects relating to all Siemens operating groups.
Beginning around November 2001 and continuing until around May 2007, Siemens Venezuela made significant payments to various Venezuelan government officials, indirectly through purported business consultants, in exchange for favorable business treatment. The payments were related to two major transportation infrastructure projects: Metro Valencia, which was a project to design and build a rail mass transit system in the City of Valencia, Venezuela; and Metro Maracaibo, which was a project to design and build a rail mass transit system in the city of Maracaibo, Venezuela. The total value of the Metro Valencia contracts was approximately $240 million, and the total value of the Metro Maracaibo contracts was approximately $100 million. In all, Siemens Venezuela made approximately $18,782,965 in payments to the business consultants with the understanding that some or all of those funds would be passed along to Venezuelan government officials for the corrupt purpose of obtaining and retaining the transportation projects.
On December 12, 2008, the DOJ filed a single count Information in the District of Columbia against Siemens Venezuela alleging conspiracy to violate the anti-bribery and book & records provisions of the FCPA. On December 15, 2008, Siemens entered into a Plea Agreement with the DOJ that covered its own and its subsidiaries charges. Among the subsidiaries covered by the Plea Agreement was Siemens Venezuela. Under the terms of the agreement, Siemens Venezuela agreed to pay a criminal fine of $500,000 plus a mandatory assessment of $400, and Siemens agreed to implement enhanced anti-corruption compliance policies and procedures for itself and its subsidiaries, including Siemens Venezuela.