New York City Comptroller John C. Liu said Monday that the New York City Pension Funds have filed a shareholder derivative action against Wal-Mart Stores Inc. in a Delaware Chancery Court.
This story first appeared in the June 12, 2012 issue of WWD. Subscribe Today.
The lawsuit alleges that Wal-Mart’s officers and directors breached their fiduciary duty to the company and its shareholders by failing to properly handle credible claims of the bribery allegations and attempting to cover up details of the scandal. The allegations stem from a bribery and corruption scandal at Wal-Mex, the Mexican subsidiary of Wal-Mart.
“Wal-Mart’s board has repeatedly rebuffed our office and the New York City Pension Funds when we have raised concerns over the company’s failure to comply with legal and ethical standards,” Liu said. “Rooting out the directors and executives responsible for the current crisis would be a first step, but Wal-Mart also needs corporate governance reforms and an independent board that will protect outside shareholders and safeguard against another breakdown of internal controls.”
Liu’s office serves as the investment adviser and trustee of the pension funds.
A derivative suit seeks recovery for the company, unlike shareholder lawsuits that seek compensation to investors.
Inga Van Eysden, chief of the New York City Law Department’s Pension Division, said, “This suit seeks to recover corporate assets lost as the result of its wrongful acts, tighten legal and regulatory compliance structures and institute improved governance oversight.”
A Wal-Mart spokesman said, “We take our responsibility to our shareholders very seriously. We will review the lawsuit closely and are thoroughly investigating the issues that have been raised. It is also important to remember that the filing of a lawsuit does not indicate the ultimate merits of the case or how the case will be resolved.
“We are committed to a full and independent investigation,” he added. “A thorough investigation will take time and we are in the early stages. It would be inappropriate for us or others to come to conclusions before the investigation is complete.”
The bribery issues is the subject of a probe by the U.S. Department of Justice, the Securities and Exchange Commission and government agencies in Mexico.
There are currently about 11 derivative lawsuits filed in the last three months.