ESG: Anti Bribery & Corruption

About ESG: Anti Bribery & Corruption

Corruption exists in and concerns every country in the world and can be engaged in by private individuals, public officials and businesses. There can be domestic bribery in the form of private to public bribery/corruption or private to private bribery/corruption. There can also be bribery that involves attempts to corrupt foreign officials. It can take different guises, from the giving and taking of bribes to conflicts of interest and undue influence.

There are many different definitions of bribery and corruption, but it is generally accepted that, whichever definition is employed, there are common elements:

1. The act of bribery or corruption involves a person in an appointed position or entrusted with power who acts voluntarily in breach or abuse of that trust in exchange for a private gain.
   
2. Acting ‘corruptly’ may include acting with improper purpose personally. Examples of this include making or providing false or misleading statements, withholding information or influencing another person.
   
3. A ‘bribe’ is generally regarded as “a gift, consideration or advantage” to a person as an inducement to, or reward for, or otherwise on account of, any person performing an act in relation to his or her office, employment, position or business.

The EU recently took steps to fortify its efforts to tackle this area with the EU Commission’s proposal on 3 May 2023 for an EU Directive on combating corruption by criminal law.

Requirements for this content area may include company disclosure and reporting of the following types of information:

• lack of policies on anti-corruption or anti-bribery and plans for implementing such policies;
• procedures for investigating business incidents of corruption and bribery;
• policies for training with respect to corruption and bribery;
• systems used to prevent and detect, investigate, and respond to allegations or incidents relating to corruption and bribery;
• metrics on incidents of corruption and bribery and outcomes.

Other anti-bribery/anti-corruption legislation may prohibit bribes or other specific types of unethical behavior intended to help a business garner favor. In addition, there may be requirements not only to report on internal training policies in the areas of anti-bribery/anti-corruption but there may be obligations to conduct training. There could also be legislation addressing the protection of whistleblowers who come forth with information about bribery or corruption within the organization.

Please note, that this content area does not include requirements related to officials/employees of government entities or financial institutions accepting bribes. It does not deal with any obligations by governments or financial institutions in the areas of ABAC. This content area focuses on the requirements of private companies as far as ensuring their workforce is not engaging in bribery or other corrupt acts, as covered by law. This could include requirements regarding private company employees and their interactions with other private companies, or with financial institutions and/or government agencies (foreign and domestic).

If the legislation is specifically about public officials accepting bribes, it is not relevant. However, if the legislation is about a private company or individual offering a public official a bribe, it is relevant. If there is a private individual offering a public official a bribe, and the only offense, according to the legislation, is being committed by the public official, that is not relevant. However, some legislation will note it is an offense by the private individual/company to offer the bribe to the public official, then that is relevant.

This Topic also does not cover money laundering, nor does it cover witness tampering.

ESG: Anti Bribery & Corruption
Coverage Included

Our regulatory content in C2P is historically comprehensive with a robust QA process to ensure quality, consistency and accuracy. Below is a high-level summary of our coverage for this content area:

• Australia: Criminal Code Act of 1995, Divisions 141 and 142
• Canada: Competition Act, R.S.C., 1985
• Council of Europe: Criminal Law Convention on Corruption, 1999
• EU: Combating Corruption by Criminal Law, Draft Directive
• Germany: Criminal Code, 1871
• Ireland: Criminal Justice (Corruption Offences) Act 2018
• UK: Bribery Act 2010
• UN:  Convention against Corruption
• USA:  Foreign Corrupt Practices Act (FCPA), 1977