w GETTING THROUGH THE DEAL Anti-Corruption Regulation Anti-Corruption Regulation Anti-Corruption In 43 jurisdictions worldwide Contributing editor Homer E Moyer Jr 2015 2015 Anti-Corruption Regulation 2015 Contributing editor Homer E Moyer Jr Miller & Chevalier Chartered Publisher Law The information provided in this publication is Gideon Roberton general and may not apply in a specific situation. [email protected] Business Legal advice should always be sought before taking Research any legal action based on the information provided. Subscriptions This information is not intended to create, nor does Sophie Pallier Published by receipt of it constitute, a lawyer–client relationship. [email protected] Law Business Research Ltd The publishers and authors accept no responsibility 87 Lancaster Road for any acts or omissions contained herein. 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Encompass Print Solutions First published 2007 Tel: 0844 2480 112 Dan White Ninth edition [email protected] ISSN 2042-7972 CONTENTS Global Overview 7 Greece 77 Homer E Moyer Jr Ilias G Anagnostopoulos and Jerina (Gerasimoula) Zapanti Miller & Chevalier Chartered Anagnostopoulos Criminal Law & Litigation Anti-corruption: progress on enforcement 12 India 82 Monty Raphael QC Aditya Vikram Bhat and Richa Roy AZB & Partners Member of the board of trustees of Transparency International UK Indonesia 90 Compliance management systems 14 Deny Sidharta and Winotia Ratna Daniel Lucien Bühr Soemadipradja & Taher Lalive Ireland 95 The OECD Foreign Bribery Report 15 Bríd Munnelly, Carina Lawlor and Michael Byrne Nicola Bonucci and Leah Ambler Matheson OECD Israel 101 Algeria 16 Yuval Horn and Ohad Mamann Khaled Goussanem and Salima Aloui Horn & Co Law Offices Goussanem & Aloui Law Firm Italy 106 Argentina 20 Roberto Pisano Fernando Basch and Guillermo Jorge Studio Legale Pisano Governance Latam · Guillermo Jorge, Fernando Basch & Asociados Japan 112 Australia 26 Yoshihiro Kai Jane Ellis and Brigid Trevaskis Anderson Mo¯ri & Tomotsune Assertia Pty Ltd Kenya 117 Bermuda 33 Godwin Wangong’u and CG Mbugua Alex Potts and Chen Foley Mboya Wangong’u & Waiyaki Advocates Sedgwick Chudleigh Ltd Korea 122 Brazil 40 Kyungsun Kyle Choi and Liz Kyo-Hwa Chung Shin Jae Kim, Renata Muzzi Gomes de Almeida, Kim & Chang Juliana Sá de Miranda and Claudio Coelho de Souza Timm TozziniFreire Advogados Liechtenstein 127 Siegbert Lampert Cameroon 45 Lampert & Partner Attorneys at Law Ltd Philip Forsang Ndikum Ndikum Law Offices Malaysia 132 New Sin Yew and Joshua Tay H’ng Foong Canada 51 BON, Advocates Milos Barutciski Bennett Jones LLP New Zealand 136 Hayden Wilson Czech Republic 57 Kensington Swan Radan Kubr and Jan Varˇecha PRK Partners sro Attorneys at Law Nigeria 143 Babajide O Ogundipe and Chukwuma Ezediaro Denmark 63 Sofunde, Osakwe, Ogundipe & Belgore Claus Ryberg Hoffmann Plesner Law Firm Norway 146 Christian Bredtoft Guldmann Erling Grimstad Moalem Weitemeyer Bendtsen Law Firm BDO AS Ecuador 68 Peru 151 Bruce Horowitz and Ernesto Velasco Sandra Orihuela Paz Horowitz Robalino Garcés Orihuela Abogados | Attorneys at Law Germany 72 Philippines 157 Kai Hart-Hönig Francisco Ed Lim and Chrysilla Carissa P Bautista Dr Kai Hart-Hönig Rechtsanwälte Angara Abello Concepcion Regala & Cruz Law Offices (ACCRALAW) 2 Getting the Deal Through – Anti-Corruption Regulation 2015 CONTENTS Poland 162 Turkey 209 Jarosław Kruk and Aleksandra Matwiejko-Demusiak Gönenç Gürkaynak and Ç Olgu Kama Kruk and Partners Law Firm ELIG, Attorneys-at-Law Portugal 167 Ukraine 215 Alexandra Mota Gomes and Dirce Rente Igor Gavrilov and Sergey Aleksandrov PLMJ – Sociedade de Advogados, RL Law Offices Alekseev, Boyarchukov and partners Qatar 174 United Arab Emirates 219 Marie-Anne Roberty-Jabbour Charles Laubach Lalive in Qatar LLC Afridi & Angell Russia 178 United Kingdom 225 Vasily Torkanovskiy Monty Raphael QC and Neil Swift Ivanyan & Partners Peters & Peters Saudi Arabia 184 United States 239 Robert Thoms and Sultan Al-Hejailan Homer E Moyer Jr, James G Tillen, Marc Alain Bohn and The Law Firm of Salah Al-Hejailan in association with Amelia Hairston-Porter Freshfields Bruckhaus Deringer Miller & Chevalier Chartered Singapore 184 Venezuela 246 Wilson Ang and Kayla Feld Carlos Domínguez-Hernández and Fernando Peláez-Pier Norton Rose Fulbright (Asia) LLP Hoet Peláez Castillo & Duque Spain 194 Vietnam 250 Laura Martínez-Sanz and Jaime González Gugel Ngo Viet Hoa Oliva-Ayala Abogados Russin & Vecchi Sweden 198 Appendix: Corruption Perceptions Index 255 Olof Rågmark and Sofia Bruno Transparency International Advokatfirman Delphi Switzerland 204 Marc Henzelin and Daniel Lucien Bühr Lalive www.gettingthedealthrough.com 3 PREFACE Preface Anti-Corruption Regulation 2015 Ninth edition Getting the Deal Through is delighted to publish the ninth edition of Anti-Corruption Regulation, which is available in print, as an e-book, via the GTDT iPad app, and online at www.gettingthedealthrough.com. Getting the Deal Through provides international expert analysis in key areas of law, practice and regulation for corporate counsel, cross-border legal practitioners, and company directors and officers. Throughout this edition, and following the unique Getting the Deal Through format, the same key questions are answered by leading practitioners in each of the 43 jurisdictions featured. Our coverage this year includes new chapters on the Czech Republic, Indonesia, Qatar and Vietnam. Getting the Deal Through titles are published annually in print. Please ensure you are referring to the latest edition or to the online version at www.gettingthedealthrough. com. Every effort has been made to cover all matters of concern to readers. However, specific legal advice should always be sought from experienced local advisers. Getting the Deal Through gratefully acknowledges the efforts of all the contributors to this volume, who were chosen for their recognised expertise. We also extend special thanks to Homer E Moyer Jr of Miller & Chevalier Chartered, the contributing editor, for his continued assistance with this volume. London February 2015 www.gettingthedealthrough.com 5 Miller & Chevalier Chartered GLOBAL OVERVIEW Global Overview Homer E Moyer Jr Miller & Chevalier Chartered Corruption, including corruption of public officials, dates from early in allowed companies that admitted to having made illicit payments to human history and countries have long had laws to punish their own cor- escape prosecution on the condition that they implement compliance pro- rupt officials and those who pay them bribes. But national laws prohibiting grammes to prevent the payment of future bribes. Ultimately, more than a country’s own citizens and corporations from bribing public officials of 400 companies, many among the largest in the United States, admitted other nations are a new phenomenon, less than a generation old. Over the to having made a total of more than US$300 million in illicit payments course of perhaps the past 20 years, anti-corruption law has established to foreign government officials and political parties. Citing the destabilis- itself as an important, transnational legal speciality, one that has produced ing repercussions in foreign governments whose officials were implicated multiple international conventions and scores of national laws, as well as in bribery schemes – including Japan, Italy and the Netherlands – the US an emerging jurisprudence that has become a prominent reality in interna- Congress, in 1977, enacted the Foreign Corrupt Practices Act (FCPA), tional business and a well-publicised theme in the media. which prohibited US companies and individuals from bribing non-US gov- This volume undertakes to capture the growing anti-corruption juris- ernment officials to obtain or retain business and provided for both crimi- prudence that is developing around the globe. It does so first by summa- nal and civil penalties. rising national anti-corruption laws that have implemented and expanded In the first 15 years of the FCPA, during which the US law was unique the treaty obligations that more than 150 countries have now assumed. in prohibiting bribery of foreign officials, enforcement was steady but These conventions oblige their signatories to enact laws that prohibit pay- modest, averaging one or two cases a year. Although there were recur- ing bribes to foreign officials. Dozens of countries have already done so, as ring objections to the perceived impact that this unilateral law was having this volume confirms. These laws address both the paying and receiving of on the competitiveness of US companies, attempts to repeal or dilute the illicit payments – the supply and the demand sides of the official corruption FCPA were unsuccessful. Thereafter, beginning in the early to mid-1990s, equation – as well as mechanisms of international cooperation that have enforcement of the FCPA sharply escalated, and, at the same time, a num- never before existed. ber of international and multinational developments focused greater Second, this volume addresses national financial record-keeping public attention on the subject of official corruption and generated new requirements