Mining and exploration companies with projects in developing
nations should take note that an amendment to the Corruption of
Foreign Public Officials Act (CFPOA) has been approved
by the Senate and is currently before the House of
Commons. Bill S-14 is intended to address certain criticisms
of the existing legislation, most notably from the Organisation for
Economic Co-operation and Development (OECD), an international
organization of 34 countries of which Canada is a member.
The CFPOA makes it a crime to bribe a foreign public official in
order to obtain or retain an advantage in the course of
business. To date, three companies have pleaded guilty and
been convicted of offences under the CFPOA, the latter two
resulting in fines of approximately $10 million each.
Bill S-14 proposes to make the following changes to the
the offence of bribing a foreign public official will be
expanded beyond business carried on "for a profit" to
include activities not carried on for profit. As a result, the
CFPOA will apply to charities and other not-for-profit
organizations in addition to for-profit corporations;
the maximum period of imprisonment for bribing a foreign public
official will be increased from 5 years to 14 years;
instead of requiring a "real and substantial
connection" between Canada and the location where acts of
bribery occur as is currently the case, the CFPOA will apply to
acts of bribery anywhere in the world where such acts are conducted
by Canadian citizens, permanent residents present in Canada,
Canadian corporations or other entities created under the laws of
Canada or a province;
"facilitation payments" (generally, payments to a
public official to expedite a routine governmental act that is part
of the official's duties, and not to obtain or retain business
or any other undue advantage), which are currently permitted as an
exception to the offence of bribing a foreign public official, will
become illegal at a future date to be set by the Governor in
a new offence of manipulation or falsification of accounting
records to conceal bribery has been created, which attracts a
maximum sentence of 14 years in prison; and
whereas currently many different categories of peace officers
that exist in Canada are empowered to enforce the CFPOA, the Royal
Canadian Mounted Police will be given exclusive jurisdiction to
charge persons for offences under the CFPOA.
It is important for companies operating internationally,
especially in developing nations, to have appropriate policies and
procedures in place to ensure compliance with the CFPOA and other
applicable anti-bribery legislation throughout the world. When
entering into transactions with companies that also operate
internationally, it is important to ensure appropriate due
diligence is conducted and appropriate language is contained in
contracts relating to the transaction to minimize the possibility
that your corporation will attract liability through under the
CFPOA and other applicable anti-bribery legislation through its
association with proposed business partners or other
Dentons' team of seasoned professionals throughout Canada,
the US, Europe, Russia and the CIS, Africa, Asia Pacific and the
Middle East represents corporate clients, boards of directors,
board committees, hedge funds, partnerships and joint ventures,
audit firms and individuals in connection with all aspects of
anti-corruption compliance, enforcement and defense.
Dentons is a global firm driven to provide you with the
competitive edge in an increasingly complex and interconnected
marketplace. We were formed by the March 2013 combination of
international law firm Salans LLP, Canadian law firm Fraser Milner
Casgrain LLP (FMC) and international law firm SNR Denton.
Dentons is built on the solid foundations of three highly
regarded law firms. Each built its outstanding reputation and
valued clientele by responding to the local, regional and national
needs of a broad spectrum of clients of all sizes –
individuals; entrepreneurs; small businesses and start-ups; local,
regional and national governments and government agencies; and
mid-sized and larger private and public corporations, including
international and global entities.
Now clients benefit from more than 2,500 lawyers and
professionals in 79 locations in 52 countries across Africa, Asia
Pacific, Canada, Central Asia, Europe, the Middle East, Russia and
the CIS, the UK and the US who are committed to challenging the
status quo to offer creative, actionable business and legal
The content of this article is intended to provide a general
guide to the subject matter. Specialist advice should be sought
about your specific circumstances. Specific Questions relating to
this article should be addressed directly to the author.
To print this article, all you need is to be registered on Mondaq.com.
Click to Login as an existing user or Register so you can print this article.
Ten days following the election, join us for a discussion with Gary Doer, former Canadian Ambassador to the US, and Gordon Giffin, US Ambassador to Canada under Bill Clinton, to discuss how the new President and Congressional makeup will shape US-Canada relations for years to come.
On November 8, 2016, the United States will go to the polls to elect their 45th president. Whether it is Hillary Clinton or Donald Trump, this decision will profoundly shape American policy for the next four to eight years. As our largest trading partner and neighbour to the south, the next US administration will influence a broad range of policy issues that directly impact Canada. These include the future of NAFTA and the TPP, the Arctic and geo-politics, the renewal of the Softwood Lumber Agreement, and the energy sector.
On Thursday, September 22, 2016, Dentons hosted a panel discussion about the management of liabilities and risks associated with environmental crises, including potential liabilities for directors and officers and provided insight into risk and liability techniques associated with environmental crisis management.
Canada is a constitutional monarchy, a parliamentary democracy and a federation comprised of ten provinces and three territories. Canada's judiciary is independent of the legislative and executive branches of Government.
The Government of Alberta recently announced a number of policy changes that will impact the Alberta Electricity Market, composed of its generators, transmitters, distributors, retailers, electricity consumers and wholesale electricity market.
Register for Access and our Free Biweekly Alert for
This service is completely free. Access 250,000 archived articles from 100+ countries and get a personalised email twice a week covering developments (and yes, our lawyers like to think you’ve read our Disclaimer).