FCPAméricas Blog
What Brazil’s Anti-Corruption Law Could Mean for Brazilian Companies and Compliance
5.07.2013
Now that the Brazilian House of Representatives has approved a version of Anti-Corruption Bill 6.826/2010, corporate anti-corruption compliance in the country is positioned to take on a new level of importance. The legislation establishes direct civil liability for corporations and makes them liable for the corrupt acts of their directors, officers, employees, and agents under the theory of respondeat superior (see more here and here). It also gives companies credit for the compliance programs they have in place.
Brazilian corporations and individuals already subject to the U.S. Foreign Corrupt Practices Act (FCPA) probably understand the implications of corporate liability and credit for compliance. This group includes employees of Brazilian subsidiaries of U.S. companies, major Brazilian companies that are publicly listed on U.S. stock exchanges, Brazilian agents of U.S. companies that have been subject to due diligence reviews and asked to adopt compliance measures, and Brazilian companies that have been acquired b... Read more
Brazil’s Anti-Corruption Bill: Key Provisions for Companies
5.01.2013
As discussed in a prior post, the Brazilian House of Representatives last week took a significant step toward revamping anti-corruption law in that country. On April 24, 2013, its Special Committee approved an anti-corruption bill that will overhaul the country’s laws targeting bribery and other forms of corruption. The legislation, known commonly as the Clean Companies Act (Bill 6.826/2010), now goes to the Senate where approval is expected. Here are some of the most notable aspects of the legislation.
Here are some of the key provisions that companies should know.
Corporate Liability. Corporate entities, including non-Brazilian companies with an office, branch, or representation in Brazil, are now subject to civil liability in Brazil for corrupt acts. In particular, the law would make companies liable for the acts of their directors, officers, employees, and agents under a theory of respondeat superior. For some sanctions, like administrative fines, companies would be strictly liable for the actions of their corporate leaders and personnel. These are dramatic developments in a country where the notion of cor... Read more
Brazil’s Anti-Corruption Bill Passes House of Representatives
4.25.2013
Yesterday, the Special Committee of the Brazilian House of Representatives responsible for overseeing Brazil’s anti-bribery bill approved it. Now, the Bill of Law will be sent to the Senate. A Senate vote is expected in the near future. Many of the main features of the Bill of Law remain the same as earlier versions of the bill (FCPAméricas has discussed the draft bill here and here). For example, the bill notably:
(1) includes civil and administrative liability for legal entities that engage in acts committed against local and foreign Public Administration; (2) incorporates the notion of respondeat superior; (3) lists prohibited acts; and, (4) offers credit for cooperation and compliance programs.
But the version approved by the Special Committee also weakens the legislation in several ways, potentially bringing into question whether the ultimate law will meet OECD Anti-Bribery Convention standards (FCPAméricas has discussed this here... Read more
