UK Guidance for Corporations on the Failure to Prevent Fraud Offense

On November 6, 2024, the UK's Home Office issued Economic Crime and Corporate Transparency Act 2023: Guidance to organisations on the offence of failure to prevent fraud (the Guidance). The Guidance is to be read in conjunction the Economic Crime and Corporate Transparency Act 2023 (ECCTA), which establishes a new UK offense whereby a corporation can be criminally liable when an "associated person" (anyone who performs services for or on behalf of the organization) commits fraud with the intent to benefit the corporation. The offense is potentially global in its reach and the Guidance details the procedures that organizations should put in place to help them prevent fraud and, in so doing, satisfy the defense available to organizations that they had "reasonable procedures in place to prevent fraud" at the time of the misconduct. The Guidance covers many of the compliance expectations set forth by U.S. Department of Justice (DOJ) in its Evaluation of Corporate Compliance Programs (ECCP), which was recently updated in September 2024. However, the Guidance includes both additional and more detailed expectations, particularly to address fraud risk, which corporations with UK connections will need to consider when evaluating their compliance programs.

Please join faculty as they discuss:

• Scope of the ECCTA, including qualifying fraud offenses and jurisdiction – 10 minutes
• Reasonable procedures defense to the ECCTA – 5 minutes
• Home Office Guidance regarding reasonable procedures – 20 minutes
• Comparison of the Guidance to the DOJ’s ECCP – 15 minutes
• Takeaways for corporations seeking to update their compliance programs to satisfy the reasonable procedures defense – 10 minutes

Who Should Attend: In-house counsel and compliance professionals

Program Level: Overview

Prerequisites: An interest in compliance program design

Advanced Preparation: None

Faculty:

Helen Harvey

Macfarlanes LLP

Brian Spiro

Macfarlanes LLP

James G. Tillen

Miller & Chevalier Chartered