|Underlying Misconduct:||Wire Fraud|
|Matter Type:||DOJ Criminal|
|Relevant Jurisdiction(s):||US District Court for the Southern District of Michigan|
|Fine Amount:||$25,000,000 Fine and $975,000,000 Restitution|
|Resolution Form:||Plea Agreement|
|Agreement Date:||January 13, 2017|
|Monitor Reference Term:||Independent Compliance Monitor|
|Monitorship Term:||3 Years|
|Monitor Selection Process:||
Host Organization to propose three qualified candidates from which the Reporting Agency will select. If Reporting Agency not satisfied with candidates, it may seek additional candidates from Host Organization.
|Time to Propose Monitors:||Promptly|
|Time to Engage Monitor:||60 days|
|Time to First Report:||9 mos|
|Monitor Required Qualifications:||
Demonstrated experience with respect to federal anti-fraud laws, including experience counseling on these issues; experience designing and/or reviewing corporate ethics and compliance programs, including anti-fraud policies, procedures and internal controls; knowledge of automotive or similar industries; ability to access and deploy resources; sufficient independence from Host Organization to ensure effective and impartial performance of duties.
|Summary of Monitor's Scope:||
Primary responsibility is to assess and monitor the Host Organization's compliance with its legal and ethical obligations, including those set forth in the Corporate Compliance Program (Attachment C). Review and provide recommendations for improving the design, implementation, and enforcement of the compliance and ethics program for the purpose of preventing future criminal and ethical misconduct. Conduct an assessment of the Board and Sr. Mgt's commitment to, and effective implementation of, the corporate compliance program (Attachment C).
|Summary of Monitor's Activities:||
Coordinate with Host Organization personnel, including in-house counsel, compliance personnel, and internal auditors on an on-going basis. Monitor may rely on internal work-product of the Host Organization's processes, subject to Monitor's confidence in quality of resources. Monitor to use a risk-based approach and not conduct a comprehensive review of all business lines, business activities or markets. Monitor may inspect relevant documents, conduct on-site observations, hold meetings/interviews, and conduct analyses, studies and testing of the compliance program.
No business with Host Organization for at least 2 years after the expiration of the Monitorship.