The Royal Canadian Mounted Police (RCMP) has concluded an
investigation into matters arising from a voluntary disclosure by
Nordion Inc. ("Nordion"). In 2012, the company disclosed
to the RCMP, the United States Securities and Exchange Commission
(SEC) and the United States Department of Justice (DOJ) evidence of
historical payments made by a non-employee agent of the company to
a Russian official. The evidence indicated that the agent had
colluded with a former employee of the company who had received
kickbacks from the agent, all of which was unbeknownst to the
company until shortly before the voluntary disclosure to these
Following the discovery of the relevant information, the
company's board acted promptly to appoint a special committee
and to retain independent counsel to conduct a full investigation
of the matter. At the time of the voluntary disclosure, Nordion was
a public company whose shares were listed on the Toronto Stock
Exchange (TSX) and the New York Stock Exchange (NYSE). Nordion was
acquired by a US-based company on August 6, 2014 and its shares
were subsequently voluntarily de-listed from the TSX and NYSE.
The RCMP conducted its own investigation into the matter in
relation to potential violations of the Corruption of Foreign
Public Officials Act (CFPOA) and the Criminal Code,
including witness interviews and the assessment of further
information obtained by the company in the course of its internal
investigation. On December 15, 2015, the RCMP confirmed to the
company's counsel that it had concluded the investigation and
was taking no further action against the company.
On March 3, 2016, the SEC issued an Order on consent of the
company imposing a civil monetary penalty in the amount of US
$375,000 for contravention of the books and records and internal
controls provisions of the US Foreign Corrupt Practices
Act (FCPA). The SEC issued a parallel order on the same date
against the former employee, Mikhael Gourevitch, a dual
Canadian/Israeli citizen currently residing in Israel.
The matter is significant in that it is the first public
instance of a voluntary disclosure in relation to a potential
offence under the CFPOA resulting in no further enforcement action
against the disclosing company. It is not known at this time
whether the RCMP is considering enforcement action against
Bennett Jones LLP was retained by Nordion in 2013 to take over
the Canadian aspects of the investigation. Partners Milos
Barutciski and Alan Gardner represented the company in its dealings
with the RCMP through to the ultimate conclusion of the matter.
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