UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934 

Release No. 87889 / January 6, 2020 

ADMINISTRATIVE PROCEEDING

File No. 3-18843

In the Matter of

Petróleo Brasileiro S.A. - Petrobras,

Respondent.

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ORDER APPOINTING 

FUND ADMINISTRATOR 

AND SETTING BOND 

AMOUNT

On September 27, 2018, the Commission issued an Order Instituting Cease-and-Desist 

Proceedings Pursuant to Section 8A of the Securities Act of 1933 and Section 21C of the 

Securities Exchange Act of 1934, Making Findings, and Imposing a Cease-and-Desist Order 

(“Order”)1against Petróleo Brasileiro S.A. - Petrobras (“Petrobras” or the “Respondent”). In the 

Order, the Commission found that, from at least 2003 to April 2012, Petrobras engaged in a 

large-scale expansion of its infrastructure for producing oil and gas, a matter of significant 

interest to investors. During the same period, certain former senior Petrobras executives (the 

“Corrupt Executives”) worked with Petrobras’s largest contractors and suppliers to inflate the 

cost of Petrobras’s infrastructure projects by billions of dollars. In return, the companies 

executing those projects paid billions of dollars in kickbacks that typically amounted to between 

1% to 3% of the contract cost to the Corrupt Executives and conspiring politicians and political 

parties, including the Brazilian politicians to whom the Corrupt Executives owed their jobs at 

 

1

 Securities Act Rel. No. 10561 (Sept. 27, 2018).
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Petrobras. These same executives submitted misleading documents as part of Petrobras’ internal 

process of preparing its filings with the Commission. 

The Commission ordered Petrobras to pay disgorgement of $711,000,000 plus 

prejudgment interest of $222,473,797, for a total payment of $933,473,797. This amount was 

subject to reduction by any payment by Petrobras to the class action settlement fund in the matter 

of In re Petrobras Securities Litigation, No. 14-cv-9662 (S.D.N.Y.), up to and including the 

entire amount of the obligation. 

The Commission further ordered Petrobras to pay a civil money penalty of $853,200,000, 

subject to reductions of up to $682,560,000 and $85,320,000 for monies paid to the Brazilian 

authorities and the United States Department of Justice respectively, resulting in a post-reduction 

minimum penalty of $85,320,000. Pursuant to Section 308(a) of the Sarbanes-Oxley Act of 

2002, the Commission established the Fair Fund, so that the civil penalties could be distributed

to harmed investors (the “Fair Fund”). The Fair Fund includes the $85,320,000 paid by the 

Respondent. The Commission ordered Petrobras to pay all reasonable administrative costs and 

expenses of the distribution, including payments of taxes and the premium fee for the 

administrator bond.

On March 25, 2019, Petrobras paid $85,320,000, satisfying the reduced penalty in full, 

into the Fair Fund, pursuant to the Order. 

The Division of Enforcement now seeks the appointment of Epiq Systems, Inc. (“Epiq”) 

as the fund administrator and requests that the administrator’s bond be set at $85,320,000. Epiq 

is included in the Commission’s approved pool of administrators.

Accordingly, IT IS HEREBY ORDERED that Epiq is appointed as the fund 

administrator, pursuant to Rule 1105(a) of the Commission’s Rules of Fair Fund and 
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Disgorgement Plans (“Commission’s Rules”),2and shall obtain a bond in accordance with Rule 

1105(c) of the Commission’s Rules3in the amount of $85,320,000.

For the Commission, by the Division of Enforcement, pursuant to delegated authority.4

Vanessa A. Countryman

Secretary 

 

2

 17 C.F.R. § 201.1105(a).

3

 17 C.F.R. § 201.1105(c).

4

 17 C.F.R. § 200.30-4(a)(17).