The corporate offence: failing to prevent bribery

Section 7 of the Bribery Act created a corporate offence: a commercial organisation commits an offence if a person associated with it bribes another person intending to obtain or retain business, or a business advantage, for the organisation.

Who counts as "associated"

An associated person is anyone who performs services for or on behalf of the organisation. That obviously includes employees, but it also includes agents, intermediaries, contractors, consultants, subsidiaries, and in some circumstances joint venture partners. The organisation can be criminally liable for a bribe it never knew about, paid by someone it never directly employed.

Strict liability

Section 7 is a strict liability offence. The prosecution does not need to show that senior management knew about the bribe, approved it, or turned a blind eye. If an associated person paid a bribe to win business for the organisation, the offence is made out.

The adequate procedures defence

There is one defence: the organisation can show it had adequate procedures in place designed to prevent bribery. This single defence is the reason anti-bribery policies, training like this course, due diligence checks, and gift registers exist. They are not box-ticking; together they are the organisation's legal defence.

The Ministry of Justice guidance describes six principles that adequate procedures should reflect:

• Proportionate procedures, matched to the organisation's size and risk
• Top-level commitment from leadership
• Risk assessment, kept up to date
• Due diligence on the people who act for the organisation
• Communication and training, so everyone knows the rules
• Monitoring and review, so procedures stay effective

Your part in this is simple but essential: follow the procedures, complete the training, declare what should be declared, and raise concerns. An organisation whose staff ignore its policies will struggle to argue those procedures were adequate.