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New York-listed software giant SAP announced on Thursday that it has voluntarily disclosed the situation in its South Africa business to U.S. authorities responsible for enforcing the U.S. Foreign Corrupt Practices Act.

Adaire Fox-Martin, member of the Executive Board of SAP SE, who leads SAP’s business in Middle and Eastern Europe (MEE), Europe, the Middle East, and Africa (EMEA), and Greater China, said in a statement that the allegations of wrongdoing in our South African business have had a profound impact on the company’s employees, customers and partners, and on the South African public.

“We apologize wholeheartedly for this,” said Fox-Martin.

The company added in a statement that it has initiated disciplinary procedures against three employees and made significant changes to its global sales deal processes.

Adaire Fox-Martin, member of the Executive Board of SAP SE, who leads SAP’s business in Middle and Eastern Europe (MEE), Europe, the Middle East, and Africa (EMEA), and Greater China
Adaire Fox-Martin, member of the Executive Board of SAP SE, who leads SAP’s business in Middle and Eastern Europe (MEE), Europe, the Middle East, and Africa (EMEA), and Greater China

The German software firm said it had initiated its voluntary disclosure on July 13.

It added that it has committed to full and complete cooperation with the U.S. Department of Justice (DOJ) and the U.S. Securities and Exchange Commission (SEC).

Fox-Martin confirmed that the investigation by the DOJ and SEC continues.

“We cannot emphasize enough how seriously the SAP Executive Board takes these allegations, or how committed we are to managing this process in a transparent, ethical and responsible way,” Fox-Martin said.

To date, the investigation has not revealed any evidence of a payment to a South African government official, including Transnet and Eskom employees.

The company said it has, however, uncovered indications of misconduct in issues relating to the management of Gupta-related third parties.

“To this end, SAP has instituted formal disciplinary proceedings, in accordance with South African labour law, against three employees who were placed on administrative leave at the beginning of the investigation. SAP has been clear from the outset that it will not tolerate misconduct or wrongdoing,” she said.

The investigation has found that the fourth employee placed on administrative leave had no material involvement with Gupta-related parties. The employee will return to work.

The SAP Executive Board has decided to eliminate sales commissions on all public sector deals in countries with a Corruption Perceptions Index (according to Transparency International) below 50, effective immediately. South Africa’s rating is 45.

The SAP Executive Board has initiated — on a global basis — extensive additional controls and due diligence into relationships with sales agents and value-added resellers, including additional audit functions.

“SAP will allocate additional legal compliance staff to the SAP Africa market unit. They will be based in South Africa and report into SAP’s Global Compliance organization.  SAP will further strengthen its Compliance Committee in the SAP Africa region, consisting of local management, compliance and other corporate functions, to ensure individual deal sanity and integrity, and promote compliance generally,” the company said.

In July, SAP promised to publish findings of the Baker McKenzie investigation once completed. Since the investigation is still ongoing, and in deference to ongoing investigations of the DOJ and the SEC, SAP cannot provide further details currently. It is SAP’s intention to release complete findings at the end of the investigation.

Baker McKenzie initially focused its investigation on SAP’s contracts with Transnet and Eskom, and this part of the investigation will conclude by the end of 2017. Following a data analytics search of 8.4 million documents, the law firm has completed a first-level review of 131,609 documents, and a second level review of 52,985 documents.

Baker McKenzie has conducted numerous interviews. SAP has also invoked its third-party audit rights with entities understood to be Gupta-related – and these audits are in the early stages.  Baker McKenzie has been contracted by SAP to continue to investigate the public-sector business in South Africa going back to 2010. To date the investigation has determined that, between December 2014 and November 2016, SAP concluded two contracts for the sale of software to Transnet and two contracts for the sale of software to Eskom, each with the assistance of an entity currently understood to have been Gupta-related.

“In connection with these four contracts, SAP provided software and received revenue totalling approximately R660 million (approximately $48 million), and paid commissions to entities currently understood to be Gupta-related totalling approximately R94 million (approximately $6.8 million). The amounts actually paid to the third parties totalled approximately R107 million (approximately $7.7 million) because, by contract, each commission payment included n amount of VAT for taxes due on the receipt of the funds,” the company said.

In December 2016 and June 2017, SAP concluded two additional contracts to provide software and services to Eskom with the assistance of an entity currently understood to have been Gupta-related. No revenue has been received or commissions paid in connection therewith.

After SAP’s initial voluntary disclosure, Baker McKenzie has spoken on SAP’s behalf with prosecutors at both the DOJ and SEC, and has started the process of sharing documents and information.

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