Global trends in anti-corruption and anti-bribery

In this article, we look back at trends and enforcement developments in anti-corruption and anti-bribery in 2025 and we look ahead to what we can expect to shape this rapidly evolving landscape in 2026. What emerges from our review is a picture of institutional reform and a sharpening of enforcement tools, with anti-corruption and anti-bribery compliance as a strategic priority. 

At a glance:

1. Australia

2. 2025 in Review

In 2025, Australia continued to enhance its anti-corruption and anti-bribery framework with significant legislative milestones reached. The Australian government strengthened its commitment to combatting corruption and bribery, in particular with the substantive work being undertaken by the National Anti-Corruption Commission (NACC) and state-based corruption commissions.

The NACC was established in July 2023 and is responsible for identifying, investigating and reporting serious or systemic corruption in the Australian public sector. See here for information about the NACC’s broad powers and priorities. 

As of 24 December 2025, the NACC has 39 corruption investigations underway as well as ongoing preliminary and joint corruption investigations. In addition, 4 matters are before the court. 

In 2025, the NACC published its Corporate Plan 2025-29, outlining its strategic blueprint over the next four years. The NACC outlined six strategic corruption priorities:

1. At the Australian border;
2. In complex procurements;
3. In senior public official decision-making;
4. Involving contractors and consultants;
5. Affecting the environmental sector; and
6. Affecting vulnerable people.

In 2025 there was a significant joint operation between the NACC, the Australian Federal Police and the Department of Defence into allegations of irregularly awarded Defence Contracts to a Northern Territory business. This operation saw 4 individuals, one of whom was a Commonwealth official, arrested and charged in the Northern Territory for their alleged involvement in a multi-million-dollar fraud in relation to the awarding of Defence contracts.  The NACC has indicated that operations such as this one, involving detecting and investigating alleged corruption in complex procurement activities, is a key focus of its operations in the coming years. 

Also of note, on 24 September 2025, the New South Wales Court of Criminal Appeal (NSWCCA) delivered a judgment in the matter of Wenfeng Wei. The case was the result of an Australian Commission for Law Enforcement Integrity investigation, the investigatory body that was replaced by the NACC. Wei, an Australian Tax Office officer, plead guilty to a number of matters including accepting a bribe of AUD 100,000. Wei was sentenced to an aggregate sentence of five years’ imprisonment with a non-parole period of two years and six months.  Mr Wei appealed this sentence including because he asserted that the judge erred in incorporating a reduction for his past assistance within a 25% discount allowed for the utilitarian discount of an early plea of guilty. The appeal was allowed; however, the sentence was not reduced as the appellate court found that its re-sentencing exercise would have resulted in a more severe sentence than that imposed by the trial judge.

Foreign Bribery Reform

September 2025 signified one year since key amendments were made to Australia’s foreign bribery laws under the Crimes Legislation Amendment (Combatting Foreign Bribery) Act 2024 (Cth). The Amendments introduced a new failure to prevent foreign bribery offence for body corporates and a reform of the already existing laws to simplify the burden of proof and expand conduct that may be caught under the legislation. 

Key to note is that under the amended sections 70.2 and 70.5A of the Criminal Code Act 1995 (Cth), Australian companies became liable for failing to prevent foreign bribery by an associate, regardless of the company’s or individual’s intention. Importantly, however, companies can rely on a statutory defence to this offence by demonstrating that they had adequate procedures in place to prevent the offence occurring. 

Section 70.2 has extraterritorial reach, with liability arising if the bribery both occurred in and outside of Australia, so long as the person who engaged in it was an Australian citizen or resident, or a body corporate incorporated in Australia.

The Department of the Attorney-General has issued guidance on steps that corporations can take to establish an effective anti-bribery compliance program.

For more information on Australia’s foreign bribery reform, see our articles here and here.

While at the time of writing, there has been no publicly disclosed enforcement measure under this new offence, the Australian Government has continued to emphasise it is taking the enforcement of the foreign bribery offence seriously. For example, on 20 October 2025, the Australian Federal Police launched Taskforce Solaris, a dedicated multidisciplinary team focused on preventing, detecting and investigating foreign bribery and grand corruption. 

ASIC has continued its crackdown 

The Australian Securities and Investments Commission (ASIC) has continued its focus on securing prosecutions and convictions relating to fraud committed by company officers.  

In 2025 ASIC secured travel restraint orders from the Federal Court against Gold Coast-based director of Global Investment Marketing Pty Ltd (GIM), Darren Geddes. ASIC sought the orders as part of its investigation into GIM and its current and former directors for their roles in the alleged misappropriation of funds deposited by customers for investment purposes. The investigation concerns allegations that GIM sold fake bonds to ordinary investors who thought they were purchasing low-risk government and corporate securities.

On 30 October 2025, the Supreme Court of Western Australia sentenced Chris Marco to 14 years imprisonment, with eligibility for parole after 12 years, after a jury found Mr Marco guilty of 43 fraud offences relating to six investors totalling more than AUD 34 million. 

Of the case, ASIC Deputy Chair Sarah Court said “Mr Marco’s case represents one of the most serious frauds ASIC has ever investigated. The sentence handed down by the Supreme Court today is the highest sentence imposed by an Australian court in relation to an ASIC criminal investigation”. 

On 20 November 2025, Mr Marco filed an appeal with the Supreme Court of Western Australia Court of Appeal against his sentence and conviction.

On 21 November 2024, a shadow director of a Queensland-based finance provider was charged with one count of fraud and one count of managing a corporation whilst disqualified. Following an ASIC investigation, it was alleged that the director created and lodged over 10,000 fraudulent invoices issued to a chain hardware store (Bunnings Warehouse) to obtain over AUD 8.3 million dollars in advanced payments under a debt factoring agreement. The matter is currently before the court.

AML/CTF Rules

Adjacent to anti-corruption and anti-bribery, this past year Australia has also strengthened its Anti-Money Laundering and Counter-Terrorism Financing legislation. AUSTRAC’s new information gathering powers came into effect, as did reforms to the tipping-off defence.

AUSTRAC also introduced its new rules in August 2025. These rules, which take effect from 31 March 2026 for Tranche 1 entities, and 1 July 2026 for Tranche 2 entities, provide supplementary detail to obligations set out in the amended Anti-Money Laundering and Counter-Terrorism Financing 2006 Act. AUSTRAC describes the rules as focussing on building on requirements for businesses to mitigate and manage their money laundering and terrorism finance risk, and to modernise the laws to meet global best practice.

Looking Ahead to 2026

In 2026, we expect to continue to see Australian businesses taking steps to address the changes to Australia’s foreign bribery legislation (including ensuring compliance with adequate procedures framework) as well as the taking steps to address AML/CT risks in line with the reforms to this area. It remains to be seen what enforcement, if any, will take place in 2026 under those reformed legislative instruments. 

We do expect to continue to see the NACC take a proactive approach to combatting corruption in the public sector. While most of the NACC’s investigative work is undertaken behind closed doors, we will see some of the fruits of that labour with the 4 cases before the court.  

We also expect to see a continued focus on prevention and education in relation to Australia’s anti-corruption and anti-bribery framework. For example, in September 2026, the NACC is hosting the Australian Public Sector Anti-Corruption Conference with the theme ‘A strategic approach to integrity – culture, systems and accountability’. AUSTRAC has also made clear that it will continue its education of newly regulated entities under the AML/CTF reforms.

2. European Union

At the European level, the proposed Directive on combating corruption (COM(2023)234), first presented in May 2023, remains under negotiation following trilogue discussions initiated in January 2025. Progress has been slowed by significant institutional divergence - the Parliament’s LIBE Committee advocates for ambitious harmonisation including an expansive definition of senior officials and new offences such as illicit political financing, whilst the Council favours preserving national sovereignty with greater flexibility for Member States. Resistance from Italy and Germany to key provisions, notably the abuse of power offence and mandatory anti-corruption strategies, has further delayed agreement. The draft text proposes common definitions of corruption offences across public and private sectors, enhanced custodial sentences (four to six years), corporate liability up to 5% of global turnover or EUR40 million, extended limitation periods of 15 years, and mitigating circumstances for voluntary disclosure and effective compliance programmes. If adopted in 2026, transposition would not take practical effect until 2026-2028 at the earliest. For France, the principal concern remains ensuring that the final compromise does not result in a dilution of existing domestic standards through a minimalist European settlement.

Beyond the EU legislative agenda, the Council of Europe’s Group of States against Corruption (GRECO) launched its sixth evaluation round on 20 March 2025, marking a strategic shift towards subnational governance. With over 82 trained evaluators from 44 Member States, this cycle will focus on the prevention of corruption and promotion of integrity at regional and local level, a domain historically subject to less systematic scrutiny. GRECO’s methodology will examine the distribution of competences between national and subnational authorities, the applicability and implementation of national anti-corruption policies at local level, and the effectiveness of results achieved in addressing corruption offences within subnational administrations. The evaluation framework encompasses institutional arrangements, risk assessments, codes of conduct, conflict-of-interest regulations, transparency and public participation mechanisms, as well as whistleblower protection and enforcement measures.

3. Finland

The Finnish regulatory framework concerning bribery and corruption has remained unchanged for the past 15 years. There are no amendments underway or planned at the moment either. It can be said the regulatory framework is stable. However, the same cannot be said without reservations about the legal praxis. This is because there has been rather limited number of bribery and corruption cases in the Finnish courts, and even less in Supreme Court. This, in turn, results in very limited number of precedents. 

There have been some lower-court cases concerning bribery and corruption during the past years. These cases have involved bribery of state officials in connection with permitting of foreign workers and more often bribery in private construction business. It can be said that in Finland construction and real property maintenance and management seem to be well-presented in corruption scene. 

Recently, the Finnish press has been increasingly active in bringing up undesired behaviour, for example related to hiring practices. Political appointments or favouring of family members is more easily discussed in the press. 

In general, it has been traditionally said that there is no corruption in Finland, only “common practice”. It seems that this common practice is slowly shifting into a healthier direction – while the cases may not be numerous in courts, the press is increasingly active, and this may result in more court cases as it’s more difficult for the officials to ignore the common practice without publicity and consequences.

4. France 

2025 in Review

The year 2025 marked a significant consolidation of France’s anti-corruption and anti-bribery landscape. 

One of the first and most notable development in 2025 was the geopolitical shift following the 10 February US Executive Order pausing all FCPA investigations and prosecutions for at least 180 days. In response, France’s National Financial Prosecution Office (PNF) joined the UK Serious Fraud Office and the Swiss Office of the Attorney General in creating a new “International Anti-corruption Prosecutorial Taskforce”. While its practical effects have not yet emerged, the initiative sends a clear message: European authorities intend to reinforce their role at a time of reduced US enforcement activity. For US and French companies alike, local corruption risks remain unchanged, as French criminal law and the Sapin II framework continue to apply irrespective of the US pause.

On 1 September 2025, institutional reforms advanced with the establishment of the Délégation nationale anti-corruption (DNAC), a dedicated unit tasked with detecting, preventing, and investigating corruption. The DNAC is expected to operate proactively and in close coordination with the central offices of the Central Office for Judicial Police responsible for organised crime and major financial crime, signalling a strengthened investigative posture.

Regulators also issued sector-specific guidance, with a joint call for vigilance from the French Market Regulator (AMF) and the French Anti-corruption Agency (AFA) targeting the risk of private corruption by criminal networks seeking access to inside information. Companies listed or active on financial markets – particularly those subject to Law No. 2016-1691 (“Sapin II Law”) – were urged to reinforce their risk-mapping exercises, training programmes, and gifts-and-invitations policies to address exposure to insider-driven corruption schemes. 

From an enforcement perspective, the Convention judiciaire d’intérêt public (CJIP) – the French DPA - continued to be central to the PNF’s resolution strategy. Several high-profile CJIPs were concluded in 2025, confirming the maturity of this negotiated enforcement tool. In July, the PNF reached a CJIP with Surys concerning allegations of foreign public corruption, misappropriation of public funds, and related money-laundering, originating from a Ukrainian mutual legal assistance request. The agreement, validated in September, resulted in an €18.3 million public interest fine, a three-year compliance programme under AFA’s supervision, and restitution of €3.3 million to the Ukrainian state. Earlier in June, Exclusive Networks Corporate entered into a CJIP involving €16 million in penalties and a three-year AFA-monitored compliance programme, following a whistleblower-initiated investigation into alleged foreign public corruption in Asia. The use of a CJIP following a whistleblower report is noteworthy, demonstrating a possible evolution in how negotiated outcomes may serve to protect whistleblowers while facilitating efficient resolutions. Two additional CJIPs were validated in February: Paprec Group agreed to a €17.5 million fine in a case involving public procurement practices linked to corruption, and Klubb France accepted a €558,024 public interest fine for corruption-related conduct connected to a major ambulance procurement contract in Algeria.

Looking Ahead to 2026

The future of the fight against corruption in France will be shaped by the second multi-year national anti-corruption plan for 2025–2029, issued in November 2025. Comprising 36 measures, the plan underscores the Government’s intention to reinforce the protection and support of public administrations, local authorities, and French companies in addressing integrity risks. A key feature of this new framework is its explicit focus on the intersection between corruption and organised crime, a linkage viewed as an emerging and acute threat, particularly for sovereign administrations and potentially for private-sector actors operating in sensitive sectors. The plan also places France’s anticorruption agenda squarely within a European and international context, with the stated ambition of promoting a more comprehensive EU strategy on integrity offences and enhancing cooperation within Europol, Eurojust, and specialised international bodies. The measures announced in 2025 include the creation of a centralised anonymous reporting platform; strengthened preventive mechanisms in high-risk sectors, such as ports, airports, and public procurement; enhanced operational cooperation between oversight bodies, financial regulators, and criminal courts; and improved information-sharing between Tracfin, the Banking and Insurrance Regulator (ACPR), and anticorruption authorities.

In line with a very busy 2025, a continuity in the prosecutorial approach is anticipated in 2026, particularly regarding the PNF’s deployment of the CJIP as a central enforcement mechanism for corporate corruption cases. The current trajectory suggests that the PNF will continue to apply established eligibility criteria (cooperation, transparency, and remediation) while seeking swift and proportionate resolutions that incorporate strengthened compliance undertakings. The developments observed in 2025 also indicate that the PNF may further refine its strategy in cases initiated through whistleblower disclosures, a trend whose evolution will warrant close monitoring by in-house compliance teams. Interestingly, during a recent conference, one of the most influent Vice-Prosecutors of the PNF indicated that companies will soon be expected to implement AI-enhanced detection tools for fraud and corruption patterns and that failing to do so would be interpreted as a wilful negligence, having sensible impact on potential criminal liability.

More broadly, 2026 will be a pivotal year for assessing the operational effectiveness of the national anti-corruption plan for 2025–2029. Key areas of focus will include the progressive implementation of internal prevention mechanisms within public administrations, the practical deployment of risk-mapping tools and control systems, and the interaction between ministerial departments and the steering committee established in 2025. The AFA’s capacity to exercise its supervisory and advisory roles within this new governance architecture will be particularly important, both for public bodies and for companies seeking to align their compliance programmes with France’s evolving expectations.

5. Netherlands

2025 in review

Four years after the OECD Anti-Corruption Working Group urged Dutch authorities to develop a policy on self-reporting, the Dutch Public Prosecution Service (“het Openbaar Ministerie”) published its “Instruction on Self-Reporting, Cooperation and Self-Examination” ("Aanwijzing zelfmelden, medewerking en zelfonderzoek") on 1 January 2025. The instruction outlines the framework and conditions for self-reporting and cooperation in criminal investigations involving legal entities. This is to encourage companies to voluntarily report alleged criminal offences, including anti-bribery and corruption (ABC)-related crimes.

In February 2025, the Dutch Public Prosecution Service and the National Police Internal Investigations Department (“Rijksrecherche”) petitioned the Ministry of Justice to amend Dutch ABC laws, following the failure of a criminal investigation into the alleged bribery of Neelie Kroes, former European commissioner, by taxi platform Uber. The authorities attributed the failure to the fact that "trading in influence" is not (explicitly) criminalised in the Netherlands. In response, the Minister of Justice and Security announced a review of necessary legislative changes, especially in view of the implementation of the new European Anti-Corruption Directive.

The Ministers of Security and Justice and of the Interior and Kingdom Relations criticised the Netherlands for being too naive in tackling corruption in recent decades. With many concrete examples of corruption in both the public and private sectors, and noting that corrupting public officials has become a revenue model for criminals, the Ministers argued that tackling corruption needs to be intensified. In June 2025, they published a government-wide strategy to tackle corruption (“Rijksbrede anti-corruptie aanpak”), covering the public and private sectors and structured around four pillars:

1. focusing on the greatest vulnerabilities;
2. increasing the resilience of key government processes and systems;
3. increasing the resilience of the private sector; and
4. effective criminal law enforcement.

Several major court cases in 2025 highlighted the significance of ABC. In March 2025, several NGOs complained about the decision by the Dutch Public Prosecution Service not to (further) prosecute Shell for the possible bribery of a former president of Nigeria to regain exploration rights for a Nigerian offshore oil field. The Italian court definitively acquitted Shell in July 2022, and following this, the Dutch Public Prosecution Service dismissed the criminal case against Shell, citing the ne bis in idem principle. Several NGOs opposed this decision and initiated a so-called “artikel 12 Sv-procedure”, which allows interested parties to lodge a complaint against a decision by the Dutch Public Prosecution Service not to (further) prosecute a criminal offence. The Court declared the NGOs' complaint inadmissible insofar as it related to facts other than the alleged corruption surrounding the Nigerian oil field. The rest of the complaint was rejected as the ne bis in idem principle prevented further prosecution according to the Court.

In August 2025, Frits van Eerd, CEO of Jumbo, was found guilty of passive bribery by the North Netherlands District Court, among other charges. According to the Court, there was a causal link between the gifts that Van Eerd received privately from his co-defendant Theo E. and the reward that Theo E. received from Van Eerd through Jumbo paying sponsorship invoices to motorcycle racing teams recommended by Theo E. Van Eerd has submitted an appeal against the court's ruling.

Another notable case is the lawsuit against Damen Shipyards, one of the Netherlands' leading defence companies, accused of large-scale bribery in foreign countries. Investigations by the Dutch Fiscal Intelligence and Investigation Service (“Fiscale inlichtingen- en opsporingsdienst (FIOD)”) allegedly revealed that Damen paid high commissions to agents engaged to sell ships to various countries in Africa, Asia and South America. According to the Dutch Public Prosecution Service, the payment of these commissions created a substantial risk of bribes being paid to officials in the countries with which business was conducted. At the time of writing, no verdict has yet been reached in this case. 

Looking ahead to 2026

The first National Corruption Risk Assessment (“NRA”) is being conducted by the Scientific Research and Data Centre ("Wetenschappelijk Onderzoek- en Datacentrum (WODC)"), aiming to identify the biggest ABC risks likely to impact the Netherlands - enabling the Dutch ABC policy to be risk-driven and focused on the most vulnerable areas. Results are expected in Q1 2026. 

By 31 March 2026, the Netherlands is required to provide a report detailing its progress on implementing the remaining recommendations of the Council of Europe Group of States against Corruption (“GRECO”). These recommendations concern the prevention of corruption and promotion of integrity within central government and law enforcement agencies. Even though the Netherlands has made some progress in these areas, GRECO has identified the necessity for further reforms.

The Netherlands may be required to review and potentially adapt its ABC laws and regulations in the wake of anticipated European developments in the new year. These developments include the presentation of the EU's first Anti-Corruption Strategy and the adoption of the first EU Anti-Corruption Directive.

Finally, given the Netherlands' commitment to the prevention and enforcement of ABC criminal offences, it’s anticipated that there will be an increase in new lawsuits in this area. In any event, we anticipate the appeal in Frits van Eerd's case and the court's ruling on Damen Shipyards.

6. Poland

2025 in Review

Poland's anti-corruption landscape has undergone significant transformation throughout 2025, with major institutional restructuring, stronger whistleblower protections, and increased enforcement activity. As the country navigates post-regime change dynamics and aligns with evolving EU standards, legal professionals and compliance officers face a shifting regulatory environment requiring strategic adaptation and heightened vigilance. 

Central to these legislative reforms is the introduction of the Whistleblower Protection Act in June 2024, which represents a significant change in Poland's anti-corruption system. Corruption is explicitly mentioned in the Act as one of the types of violations of the law that must be reported, which goes beyond the minimum requirements of the EU directive. Whistleblowers can make internal reports (within the organisation) or external reports (to public authorities), while enjoying legal protection against retaliation. Of particular importance is the possibility for a wide range of people to report corruption – not only employees, but also entrepreneurs, members of company bodies, interns and volunteers.

Although the act still needs to be clarified in some respects, its adoption represents a significant step towards building a culture of transparency and accountability in Polish organisations.

Another significant development in 2025 was the dissolution of the Central Anti-Corruption Bureau (CBA). The Polish government announced in October 2025 that the CBA would be liquidated on 1 May 2026. The decision represents a fundamental recalibration of Poland's anti-corruption architecture, driven by concerns over institutional independence and operational effectiveness. 

The proposed redistribution of responsibilities – transferring investigative functions to the police, Internal Security Agency (ABW), and Tax Administration (KAS) – marks a shift from a single-agency model to a multi-institutional approach. Whilst this fragmentation may enhance checks and balances, it simultaneously raises concerns about coordination inefficiencies, jurisdictional ambiguities, and potential gaps in specialised anti-corruption expertise.

Looking Ahead to 2026

The implications of these 2025 developments will become fully apparent in 2026 and beyond. The CBA dissolution creates significant uncertainty for 2026, as anti-corruption functions transfer to structures potentially more susceptible to political influence. Compliance officers should anticipate potential disruption during the transition period, including possible delays in investigations, shifts in enforcement priorities, and evolving reporting relationships.

This restructuring introduces several strategic considerations for compliance officers. The transition period presents heightened regulatory uncertainty, as established enforcement patterns, investigative priorities, and informal cooperation channels may be disrupted. Organisations should anticipate potential shifts in enforcement philosophy. 

Moreover, the dissolution coincides with post-regime change accountability efforts, which suggests that the new institutional framework may pursue more aggressive enforcement against legacy corruption networks and recalibrate approaches to private sector compliance violations.

Legal practitioners should monitor whether the restructured system enhances or diminishes enforcement capacity. Historically, institutional redesign can either strengthen independence and effectiveness or create bureaucratic fragmentation.

In this evolving landscape, compliance professionals face several immediate practical challenges. Protecting whistleblower identity and properly handling reports, including those that are unfounded or malicious, will constitute key challenges for compliance and legal departments. Organisations must ensure their internal procedures meet the Act's mandatory minimum standards whilst training staff on proper utilisation of whistleblowing policies and appropriate response protocols.

Domestic reforms are occurring against a backdrop of significant EU-level regulatory developments. Poland faces potential implementation of the proposed EU Anti-Corruption Directive, which would introduce EU-wide definitions of corruption offences and rules for sanctions. The proposed anti-corruption directive will be the first EU legal act to combine provisions on corruption in both the public and private spheres. The Directive would require businesses to implement comprehensive anti-bribery and anti-corruption policies and procedures, creating self-reporting dilemmas for organisations. The proposal stipulates that effective internal control, ethics awareness, and compliance programmes may constitute important mitigating factors when determining appropriate penalties.

Furthermore, Poland's accession to the European Public Prosecutor's Office (EPPO) on 29 February 2024 represents a significant development for cross-border anti-corruption enforcement. The EPPO will investigate crimes affecting EU financial interests committed in Poland after 1 June 2021. Organisations with pan-European operations should anticipate enhanced coordination between Polish authorities and their EU counterparts, potentially resulting in more sophisticated multi-jurisdictional investigations.

Poland's anti-corruption landscape in 2025-2026 reflects a jurisdiction in transition, balancing institutional reform with enhanced enforcement and evolving EU alignment. The CBA dissolution, whistleblower protection implementation, and anticipated EU Directive transposition create both challenges and opportunities for organisations committed to robust compliance. Success in this environment requires proactive adaptation, risk assessment, and genuine commitment to ethical business practices. Legal professionals and compliance officers who navigate these developments strategically will position their organisations for long-term success in Poland's evolving regulatory environment.

7. UK

2025 in review

On 1 September 2025, the UK expanded its corporate criminal liability regime to give UK law enforcement agencies the widest powers to date to combat several fraud and false accounting offences under the Economic Crime and Corporate Transparency Act 2023 (ECCTA). The new offence of Failure to Prevent Fraud is wide ranging and has extra-territorial reach. Organisations must put reasonable fraud prevention procedures in place to ensure they do not come within its ambit and face criminal sanction. 

Wide-ranging powers

The offence applies to organisations meeting at least two of the following conditions: 

• a turnover of more than £36m,
• more than £18m in total assets,
• or more than 250 employees.

It applies to the actions of employees, agents, subcontractors, and even subsidiaries, as under the offence a parent company can be liable for the actions of an employee of a subsidiary. The benefit from the underlying offence is key to determining whether a company can be held accountable, it can be direct or indirect, actual or intended and be to the company, its clients, or a subsidiary of the client. The sanctions are unlimited fines and may lead to an increase in deferred prosecution agreements.

The offences are extensive and include fraud by false representation, fraud by failing to disclose information, fraud by abuse of position, obtaining services dishonestly, participation in a fraudulent business, false statements by company directors, false accounting, fraudulent trading and cheating the public revenue.

Extra-territorial reach

The new offence can apply where the offence is committed overseas or where the benefit is received overseas. In addition, it can apply to non-UK organisations if there is a nexus with the UK - e.g. if the act took place in the UK, or the loss is suffered, or benefit occurred in the UK (in whole or part). 

Defence and Guidance

The only defence available is for an organisation to demonstrate it had reasonable fraud prevention procedures in place, or where it was unreasonable to expect it to have such procedures. Organisations need to develop their own tailored prevention measures proportionate to the risk to the organisation. The Government has provided Guidance that sets out procedures that organisations can adopt based on ‘six principles’. The Guidance is advisory only and is not legally binding, but gives a helpful starting point - not a blueprint.  However, the Guidance provides the approach the authorities will take when investigating and assessing whether reasonable procedures were in place. For more information and how we can help your organisation, contact Sophie Eyre.

Additional changes for organisations under ECCTA

Companies House, the official registrar of companies in the UK, has been given additional powers under ECCTA to improve transparency over UK companies and other legal entities. This started in March 2024 with the removal of incorrect or fraudulent information from the register. Whilst the requirement for directors to file yearly accounts has always been a criminal offence, ECCTA granted Companies House new powers to issue financial penalties for breaches, up to £10,000 reserving criminal prosecution for more serious offences. 

This was expanded in 2025 with powers to share data with law enforcement and government departments. The consequence for directors personally is significant, as this involves a personal criminal record, potential disqualification for repeat offences (up to five years), potential difficulty with travel as some countries deny visas to those with criminal records and is separate from civil penalties. Companies House is acting proactively on this and it is entirely separate from corporate late filing penalties. During the financial year ending April 2024, Companies House prosecuted over 2,500 company directors for failing to submit accounts on time. Of these cases, nearly half (43%) resulted in convictions.

On 18 November 2025 mandatory identity verification (IDV) came into force for all new individual directors and individual persons with significant control (PSCs), including LLP members, with a staged verification for persons already in those roles and those who are corporates. New directors and PSCs will not be able to act until IDV has taken place with failure to comply triggering possible disqualification and potentially unlimited fines.

Looking ahead to 2026

The offence of Failure to Prevent Fraud will still be at the foremost of most organisations’ minds in 2026 as they continue (and in some cases begin) to ensure that their fraud prevention procedures are strong and fall within the ‘six principles’ outlined in the government’s Guidance. Fraud risk assessments should be reviewed to confirm they continue to be fit for purpose and even small organisations should be familiar with the offence as they may fall within its remit if part of a larger parent organisational structure. Due Diligence checks in relation to the third parties’ organisations interact with should be maintained to prevent liability arising from an act of an associate.

Aligned to this the Serious Fraud Office (SFO) published on 26 November 2025 - its refreshed Guidance on Evaluating a Corporate Compliance Programme (2025 Guidance). The 2025 Guidance sets out when, why and how the SFO evaluates corporate compliance programmes. The 2025 Guidance is not a major change, but reaffirms that organisations should maintain risk-based, proportionate, and regularly reviewed compliance procedures, setting the tone for what organisations should expect from law enforcement agencies in 2026 and how they should behave. 

Further, on 8 December the UK government announced its UK anti-corruption strategy 2025 aiming to shut out corrupt actors, disrupt dirty money and restore integrity in public life. Investigations into bribery and money laundering will increase, and authorities will review UK asset ownership to track funds and reveal how criminals move money into the country.

Reforms to Companies House under ECCTA will continue into 2026 with IDV for limited partnerships and further transparency of company ownership with the publication of more information on shareholders. In addition, changes to the composition of boards of directors will also take place; Any corporate directors of companies will be restricted so that any corporate director of a company must have an all-natural person board and only UK corporate entities with legal personality will be capable of acting as a corporate director. The use of overseas companies as corporate directors will be prohibited in the UK.

What should businesses do?

Given the increase in corporate liability, stricter enforcement measures, and growing support for whistleblower incentives, organisations should evaluate their compliance programmes and their effectiveness to confirm they align with the expectations of the SFO. They should assess risks regularly for effective compliance, especially as new threats emerge. This is vital in areas where the organisation may have a defence to a criminal offence, or it should implement systems to prevent misconduct and can help reduce penalties. 

Companies should ensure that they are complying with the new IDV checks. Those with corporate directors should ensure they are complying with ECCTA if they are not a UK corporate entity with legal personality. All directors should comply with the responsibilities required of them as directors as Companies House continues to try and stop companies committing fraud and hiding it by not filing accounts or filing very late. 

Finally, organisations should consider establishing robust procedures for investigating compliance concerns to mitigate legal, regulatory, and reputational risks.