Google to spend $500 million revamping compliance in shareholder settlement

A sign is displayed on a Google building at their campus in Mountain View, Calif., on Sept. 24, 2019. (AP Photo/Jeff Chiu, File)

Google agreed to spend $500 million over 10 years to overhaul its compliance structure, to settle shareholder litigation accusing the search engine company of antitrust violations, settlement papers show.

The preliminary settlement of so-called derivative litigation against officials at Google parent Alphabet GOOGL.O, including Chief Executive Sundar Pichai and Google co-founders Sergey Brin and Larry Page, was filed late Friday.

It requires approval by U.S. District Judge Rita Lin in San Francisco.

The changes include creating a standalone board committee to oversee risk and compliance, previously the responsibility of the Alphabet board’s audit and compliance committee.

Alphabet would also create a senior vice president-level committee to address regulatory and compliance issues, reporting to Pichai, and a compliance committee consisting of Google product team managers and internal compliance experts.

Shareholders led by two Michigan pension funds accused Google executives and directors of breaching their fiduciary duties by exposing the company to antitrust liability related to its search, Ad Tech, Android and app distribution businesses.

“These reforms, rarely achieved in shareholder derivative actions, constitute a comprehensive overhaul of Alphabet’s compliance function,” resulting in “deeply rooted culture change,” the shareholders’ lawyers said.

The changes must remain in place at least four years. Shareholders would not be paid.

Google denied wrongdoing in agreeing to settle. The Mountain View, California-based company did not immediately respond to requests for comment on Monday.

The accord was disclosed the same day U.S. District Judge Amit Mehta in Washington, who last August found Google violated federal antitrust law to maintain dominance in search, completed a hearing to consider how to address the monopoly.

Mehta plans to rule by August. The U.S. Department of Justice has proposed requiring Google to sell its Chrome browser and share search data with rivals.

A derivative lawsuit is where shareholders sue officials on behalf of a company.

The shareholders’ lawyers plan to seek up to $80 million for legal fees and expenses, on top of the $500 million. They did not immediately respond to requests for comment.

Jonathan Stempel, Reuters