UK Bribery Act
Definition
UK Bribery Act
The UK Bribery Act is the 2010 statute that criminalises bribery and creates a corporate offence of failing to prevent it. Adequate procedures are the only defence, and they must reach the associated persons who do work on your behalf.
The Act is short, broad and deliberately harder on companies than the regimes it replaced.
Its most consequential provision is section 7, which does not require the company to have known anything at all.
That design is the point — it shifts the question from what the board knew to what the company had in place.
Key takeaways
- Section 7 creates strict corporate liability for failing to prevent bribery by associated persons.
- The only defence is having had adequate procedures in place at the relevant time.
- Associated persons include agents, subsidiaries and service providers, not just employees.
- Government guidance sets out six principles that adequate procedures are measured against.
How it works
Section 7 makes an organisation guilty where a person (‘A’) associated with C bribes another person intending—(a) to obtain or retain business for C, or (b) to obtain or retain an advantage in the conduct of business for C.
There is one way out — the organisation must prove it had in place adequate procedures designed to prevent persons associated with it from undertaking such conduct.
Who counts as associated is the commercial question. The test turns on performing services for the organisation, which sweeps in agents, distributors, subsidiaries and outsourced providers rather than only staff.
| Feature | How the Act handles it |
|---|---|
| Corporate knowledge | Not required for the section 7 offence |
| Associated person | Anyone performing services for the organisation |
| Defence | Adequate procedures, proved by the organisation |
| Territorial reach | Any body corporate carrying on business in the United Kingdom |
| Facilitation payments | No exception, unlike the United States position |
| Penalty | Unlimited fine, alongside confiscation and debarment risk |
Jurisdiction is wide. The offence reaches bodies incorporated in the United Kingdom and any body corporate that carries on business there, wherever the bribery occurred.
That breadth is why foreign groups with a United Kingdom presence are usually advised to run one global standard rather than a local carve out.
The Ministry of Justice guidance frames adequate procedures around six principles, with due diligence on business partners named explicitly among them.
Examples
For outsourcing buyers the Act converts supplier selection into a legal control. Each case below began as a procurement decision and ended as a legal one.
A United Kingdom engineering group uses an overseas agent to pursue infrastructure work. The agent bribes a procurement official, and the group faces section 7 exposure without having known.
A retailer’s overseas sourcing office pays inspectors to clear shipments. Facilitation payments have no exception here, so the practice is straightforwardly criminal under this Act.
A services firm outsources bid writing to an offshore partner that gifts hospitality to public buyers. The partner performs services for the firm, which makes it an associated person.
A foreign-owned company with a London office argues it is outside the Act. Carrying on business in the United Kingdom is enough, and the argument fails at the first hurdle.
Related terms
Bribery regimes differ in ways that matter when one contract spans several jurisdictions. The definitions below exist because these words get used loosely in sales material.
- ISO 37001: the management system standard often used as adequate procedures evidence.
- Compliance outsourcing: contracting the compliance function itself rather than the controls.
- Compliance officer: the role that owns procedures and their evidence.
- Vendor management outsourcing: where partner due diligence is actually performed.
- Legal outsourcing: the delivery model used for large diligence exercises.
- Risk outsourcing: moving risk work out, which never moves the offence.
- Regulated outsourcing: supervised sector outsourcing, where regulators add their own expectations.
FAQ
Do we need to have known about the bribe?
No. Section 7 is a failure to prevent offence, so corporate knowledge is not an element the prosecution must establish.
Who is an associated person?
Anyone performing services for the organisation. That includes agents, distributors, subsidiaries and outsourced service providers, judged on substance rather than job title.
What makes procedures adequate?
Proportionality, top-level commitment, risk assessment, due diligence, communication and monitoring and review. Adequacy is judged against the organisation’s actual risk profile.
Are facilitation payments allowed?
No. Unlike United States law, the Act contains no facilitation payment exception, which catches out companies running a single global policy.
Does the Act reach conduct abroad?
Yes. A body corporate carrying on business in the United Kingdom can be prosecuted for bribery committed anywhere by an associated person.
Does certification amount to adequate procedures?
It is evidence, not a verdict. A court assesses what the organisation actually did against its own real risk profile.
Review verified partners in the Outsource Accelerator directory and pick partners who can produce the due diligence file quickly.
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