In July 2025, Surys, whose shares are, at least in part, now ultimately owned by the French State through the company Imprimerie Nationale, concluded a CJIP with the PNF. The agreement, approved by the Paris Judicial Court in September 2025, concerned acts of bribery of a foreign public official, embezzlement of public funds, and money laundering. In exchange for the discontinuation of proceedings and a recognition of the facts but not an admission of guild, Surys agreed to pay a public interest fine of €18,363,007, to compensate the Ukrainian State in the amount of €3,370,000, and to implement a three-year compliance program under the supervision of the French Anti-Corruption Agency (AFA).

This kind of procedure, established by the Sapin II Law in 2016, constitutes an alternative to prosecution and conviction. according to which an agreement between a legal entity and a prosecutor can be concluded in the context of probity offences, tax fraud or environmental offences. In application of this agreement, a company recognizes the facts described therein but does not admit its guilt and is therefore not criminally convicted. In exchange for the extinction of public action, such an agreement imposes on the company a public interest fine, a monitorship, or the diversion of assets seized. This procedure is provided for under by Article 41-1-2 of the French Code of Criminal Procedure.

Background:

The present case stems from a three-party commercial arrangement according to which Polygraph, a Ukrainian state-owned enterprise, obtained raw materials to produce secure documents through the Estonian company Ou Feature, which itself procured those materials from the French company Surys.

Under this arrangement, Polygraph involved a third company, Ou Feature, in order to expedite the payment process, allowing funds to be transferred as soon as the goods were shipped. Consequently, in 2014, Surys signed a contract with Ou Feature for the manufacture and supply of holograms, under which Ou Feature was also granted ownership of the related graphic designs. Despite this arrangement, Surys delivered the products directly to Polygraph, even though no contract formally bound the two.

Between 2014 and 2018, customs documentation listed Ou Feature as the sender and Polygraph as the recipient, with France indicated as the country of dispatch and Ukraine as the destination. The invoices issued by Ou Feature to Polygraph were approximately three times higher than those issued by Surys to Ou Feature.

From 2018 onward, even after new direct contracts were executed between Surys and Polygraph, Ou Feature continued to play a role through a licensing agreement involving the payment of royalties and commissions. Over the period 2018–2021, Polygraph transferred more than €22,000,000 to Surys, which subsequently paid over €7,000,000 to Ou Feature. Investigations later revealed that these funds had been diverted for the personal benefit of Polygraph’s director and his relatives.

The collaboration between Surys and Ou Feature was terminated in February 2022, following an integrity review conducted by an external due diligence firm.

Judicial Public Interest Agreement:

The CJIP concluded between Surys and the PNF sets out several key obligations and measures, combining financial sanctions, victim compensation, and compliance commitments.

• Public interest fine of €18,363,007: The CJIP imposed a public interest fine of €18,363,007, calculated mainly on the illicit profits, €17,700,000, derived from Surys’ dealings with Polygraph and Ou Feature. A punitive portion of €663,000 (3.7%) was added, reflecting mitigating factors such as Surys’s cooperation, internal investigation, admission of wrongdoing, and corrective actions.

• Payment of €3,370,000 in compensation to the Ukrainian State: The CJIP is also noteworthy in that it provides for the direct compensation of the Ukrainian State, recognized as the victim of the offences. Surys agreed to pay €3,370,000 to the Ukrainian authorities as reparation for the damage suffered.
• Implementation of three-year compliance program under the supervision of the AFA: Surys committed to implementing a three-year compliance program for the Imprimerie Nationale Group, under the supervision of the AFA, with the objective of reinforcing and ensuring the effectiveness of its anti-corruption framework. The program provides for an initial audit to assess the adequacy of existing measures, targeted audits to monitor their effective implementation and efficiency considering identified risks, and a final audit to evaluate progress achieved and confirm the overall robustness of the compliance system.

The aftermath of the Surys CJIP:

This CJIP concluded between Surys and PNF illustrates the balanced nature of CJIP procedure, which combines sanction, reparation, and supervision.

Through the above-mentioned measures, this CJIP seeks to guide and support the company in consolidating a sustainable compliance culture.

In addition, this case highlights the strategic importance of third-party integrity assessment and control in preventing corruption risks. Provided for under the Sapin II Law and promoted by the AFA, this process aims to identify, analyze, and assess business partners to detect potential risks related to their activities or geographical location.

This CJIP therefore underlines the need for companies to establish effective third-party due diligence procedures, now recognized as a key factor in both corruption prevention and the mitigation of sanctions.