Short answer: the US Foreign Corrupt Practices Act (FCPA, 1977) prohibits bribing foreign officials and requires accurate books and internal controls. The UK Bribery Act 2010 is broader: it covers bribing anyone, taking bribes, bribing foreign officials and a corporate offence of failing to prevent bribery. Both matter for the CFCS exam, and the differences are classic exam material.
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Sourcing note. This summary follows the statutes and published guidance of the US Department of Justice and SEC (the FCPA resource guide) and the UK Ministry of Justice guidance on the Bribery Act. Enforcement policy and penalties change, so check current sources.
Side-by-side comparison
| FCPA (US) | UK Bribery Act 2010 | |
|---|---|---|
| Who is bribed | Foreign officials (anti-bribery provisions) | Anyone: public or private sector (s.1), plus foreign public officials (s.6) |
| Being bribed (receiving) | Not covered by the FCPA | Offence (s.2) |
| Commercial bribery | Not covered by the FCPA | Covered |
| Corporate liability | Companies liable for acts of employees and agents; accounting provisions apply to issuers | Offence for commercial organisations that fail to prevent bribery by associated persons (s.7) |
| Defence | Compliance programme considered in enforcement decisions | Adequate procedures is a full defence to s.7 |
| Facilitation (grease) payments | Narrow exception for routine governmental action | No exception: facilitation payments are bribes |
| Accounting rules | Books-and-records and internal-controls provisions for issuers | No separate accounting provisions |
| Jurisdiction | US persons, issuers and acts in US territory | UK nationals, residents and organisations that carry on business in the UK |
FCPA essentials
- Anti-bribery provisions: prohibit offering or giving anything of value to a foreign official to obtain or retain business.
- Accounting provisions (for issuers): require accurate books and records and a system of internal accounting controls.
- Third parties: companies can be liable for bribes paid through agents and intermediaries if they know, or consciously disregard the risk.
- Affirmative defences: lawful under written local law; reasonable and bona fide expenditure (such as travel for a product demonstration).
UK Bribery Act essentials
- Section 1: offering, promising or giving a bribe.
- Section 2: requesting, agreeing to receive or accepting a bribe.
- Section 6: bribing a foreign public official.
- Section 7: a commercial organisation is guilty if an associated person bribes to obtain or retain business or advantage, unless it can show it had adequate procedures.
The Ministry of Justice guidance sets out six principles for adequate procedures: proportionate procedures, top-level commitment, risk assessment, due diligence, communication (including training) and monitoring and review.
Facilitation payments
A facilitation (or "grease") payment is a small payment to speed up a routine action, such as processing a permit. The FCPA has a narrow exception; the UK Bribery Act has none. Many companies ban them altogether.
Gifts, hospitality and politically exposed persons
- Gifts and hospitality must be reasonable, proportionate, transparent and not intended to influence a decision.
- Policies set limits and approval and recording requirements.
- Politically exposed persons (PEPs) bring higher corruption risk and call for enhanced due diligence.
Third-party risk
Most corruption cases involve intermediaries. Controls include:
- Risk-based due diligence on agents, distributors and consultants.
- Understanding the business rationale and pricing (commission not out of line).
- Written contracts with anti-corruption clauses and audit rights.
- Ongoing monitoring and payment controls.
- Training and clear escalation channels.
International framework
- OECD Anti-Bribery Convention: requires parties to criminalise bribery of foreign public officials.
- UN Convention against Corruption (UNCAC): the broadest global treaty, covering prevention, criminalisation, cooperation and asset recovery.
- Corruption proceeds and AML: bribery is a predicate offence for money laundering, and many cases involve shell companies and offshore accounts.
Exam traps
- Confusing the two laws. The UK Act covers private-sector bribery and receiving bribes; the FCPA does not.
- Facilitation payments. Narrowly allowed under the FCPA, not under the UK Act.
- "Adequate procedures" is a UK defence term; "internal controls" and "books and records" are FCPA terms.
- Responsibility for agents. Both regimes can hold the company responsible for third parties.