Internet giant Google has agreed to spend $500 million over the next decade to thoroughly overhaul its compliance structure, in a settlement related to shareholder litigation claiming antitrust violations within the company, according to settlement documents disclosed.
The preliminary settlement, which was filed late last week, involves derivative litigation against key figures at Alphabet, Google’s parent company. Among those named are Chief Executive Sundar Pichai and Google co-founders Sergey Brin and Larry Page. This settlement awaits the approval of U.S. District Judge Rita Lin in San Francisco.
The changes proposed include establishing a standalone board committee tasked with risk and compliance oversight, a function formerly within the purview of the Alphabet board’s audit and compliance committee. Additionally, Alphabet plans to form a senior vice president-level committee to handle regulatory and compliance matters, reporting directly to Pichai, and a compliance committee composed of Google product team managers and internal compliance experts.
Shareholders, led by two Michigan pension funds, have accused Google executives and directors of breaching their fiduciary duties by exposing the company to potential antitrust liabilities in relation 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 a “deeply rooted culture change,” the shareholders’ lawyers stated.
These changes must remain in place for at least four years. In this agreement, no payment will be made to the shareholders. Google has denied any wrongdoing as part of the settlement agreement, and the company, headquartered in Mountain View, California, has not yet responded to requests for comment.
This development follows earlier reports that 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. Judge Mehta is expected to deliver a ruling 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 a legal action where shareholders sue officials on behalf of a company. The attorneys for the shareholders intend to seek up to $80 million for legal fees and expenses, in addition to the $500 million settlement figure. They have not yet provided a response to requests for comment.
As we await further legal developments, it’s worth remembering the importance of corporate compliance and the role it plays in trust, accountability, and the public’s right to information. This is a complex issue with consequences that extend far beyond Google and its shareholders.