Nissan and Carlos Ghosn on Monday settled with the Securities and Exchange Commission over fraud charges relating to the failure to disclose payments worth $140 million that Ghosn was to receive at retirement.
As part of the deal, Nissan will pay $15 million and Ghosn $1 million in civil penalties to the SEC. Ghosn will also accept a 10-year officer and director bar. A fellow former Nissan executive, Greg Kelly, was also involved in the deal. He will pay a $100,000 penalty and accept a five-year officer and director bar.
According to an SEC statement, Ghosn with the help of Kelly took steps to conceal $90 million worth of entitlements at Nissan from public disclosure, such as entering into secret contracts and backdating letters concerning long-term incentive plans. He also increased his retirement allowance by more than $50 million, again without disclosure.
"Simply put, Nissan's disclosures about Ghosn's compensation were false," said Steven Peikin, co-director of the SEC's Division of Enforcement. "Through these disclosures, Nissan advanced Ghosn and Kelly's deceptions and misled investors, including U.S. investors."
The SEC's investigation was aided by the Tokyo District Public Prosecutors Office which still has criminal cases against Ghosn and Kelly in Japan. Statements from the two embattled former executives said they settled with the SEC in order to focus on the cases in Japan, Bloomberg reported on Monday.
Ghosn was first arrested in Japan last November. He has been on bail since April but is required to remain in Japan as part of the terms. In a video released in April, he claimed his innocence and described the whole ordeal as a “conspiracy” against him. Rumors have swirled that Nissan executives potentially set Ghosn up for failure as he proposed merging Renault and Nissan, which would have cost the Japanese company some of its autonomy.
