Anti-Bribery and Corruption Investigations FCPA, UK Bribery Act and local law, tested against the payments and the people who made them

01Triggers

When companies need anti-bribery and corruption investigations

Bribery is a hidden offence. Both sides benefit and neither has a reason to complain, so it rarely surfaces through an obvious loss. Instead, anti-bribery and corruption investigations usually begin with something indirect: an internal audit finding that a consultant's invoices lack any description of services, a whistleblower who says a manager keeps a cash fund for inspectors, a customs broker whose fees doubled after a change of government, a due diligence report on an acquisition target that mentions past allegations, or a letter from a prosecutor in another country.

Each trigger raises the same core questions. Was anything of value offered, promised, paid, requested or received? Who was the recipient, and were they a public official, a person acting for a state-owned enterprise or a private counterparty? What was the purpose, and was it linked to obtaining or keeping business or an improper advantage? Who in the company knew or should have known? And how was the payment recorded in the books?

The last question matters more than many clients expect. For U.S. issuers, the FCPA's accounting provisions require accurate books and records and adequate internal accounting controls, and enforcement has often turned on those provisions when the bribery itself was harder to prove. A payment described as a 'marketing fee' that was actually passed to an official can create exposure even if the recipient's identity is never firmly established.

02Frameworks

The laws behind anti-bribery and corruption investigations

Most multinational companies are subject to several anti-corruption regimes at once. The U.S. Foreign Corrupt Practices Act prohibits issuers, domestic concerns and persons acting within U.S. territory from corruptly offering or paying anything of value to a foreign official to obtain or retain business, and imposes books, records and internal controls duties on issuers. The Foreign Extortion Prevention Act, enacted in December 2023, added the demand side by making it a U.S. crime for a foreign official to demand or accept a bribe from those covered persons.

The UK Bribery Act 2010 is broader in several ways. It covers bribery of private parties as well as officials, it criminalizes receiving bribes, and section 7 makes a commercial organisation that carries on business in the UK liable for failing to prevent bribery by an associated person unless it had adequate procedures. Unlike the FCPA, it contains no exception for facilitation payments. France's Sapin II law requires larger companies to maintain an anti-corruption programme supervised by the Agence française anticorruption, and Brazil's Clean Company Act imposes strict civil and administrative liability on companies for corrupt acts against public administration.

Many other countries have their own corporate anti-corruption laws, and enforcement increasingly crosses borders through the OECD Anti-Bribery Convention, the UN Convention against Corruption and cooperation between prosecutors. A finding in one country can quickly become a question in several.

Facilitation payments and payments made under duress

Small payments to junior officials to speed up routine actions, such as processing a visa or connecting a utility, are a recurring source of confusion. The FCPA contains a narrow exception for facilitating payments for routine governmental action, but the UK Bribery Act has no such exception, many local laws prohibit them outright and most company policies now ban them. Investigations therefore record these payments precisely: amount, recipient, purpose, who approved them and how they were booked.

Payments made under genuine threat to personal safety are treated differently by most prosecutors and company policies, and the circumstances should be documented carefully when they arise. A payment demanded to release goods from a port is not the same as one made to avoid harm to an employee, and the report distinguishes the two.

03Enforcement climate

How enforcement priorities affect investigation decisions

U.S. FCPA enforcement changed direction in 2025. An executive order in February paused the initiation of new FCPA investigations while the Department of Justice reviewed its approach, and in June the Deputy Attorney General issued guidelines for resuming enforcement. The guidelines direct prosecutors to focus on misconduct linked to cartels and transnational criminal organizations, conduct that harms the ability of U.S. companies to compete fairly, threats to national security and serious misconduct involving substantial bribes or sophisticated concealment, rather than routine, low-value business courtesies.

None of this repealed the statute. The FCPA remains in force, limitations periods run for years and a future administration can set different priorities. The SEC retains civil authority over issuers under the accounting provisions. Other authorities, including the UK Serious Fraud Office, the French AFA and national prosecutors, Brazilian authorities and many others, apply their own laws regardless of U.S. priorities. Companies also face non-governmental consequences: lender covenants, investor expectations, contract termination rights, debarment from multilateral development bank projects and reputational damage.

For that reason, the decision to investigate rarely depends on predicting whether a particular U.S. prosecutor would bring a case. Boards and general counsel need to know the facts to manage legal, commercial and governance risk. Anti-bribery and corruption investigations give them that knowledge, and counsel then advises on what the facts mean under each relevant law at that moment.

04Intermediaries

Investigating agents, distributors and other third-party intermediaries

Most significant bribery cases involve a third party. Sales agents, consultants, distributors, customs brokers, freight forwarders, visa and licensing agents, lobbyists, joint venture partners and local sponsors can all act as conduits, because they sit between the company and the official and their fees can absorb a bribe. The FCPA reaches payments made through third parties where the company knows, or is aware of a high probability, that value will be passed on, and the UK Bribery Act's section 7 offence is built around associated persons who perform services for the organisation.

Delator's intermediary review starts with the company's own records: the contract, the onboarding file, any due diligence performed, the services the intermediary was supposed to provide, the evidence that those services were provided, the fee structure and the payment history. Consultants then research the intermediary's corporate background in local registers, its ownership and directors where records allow, its litigation and regulatory history and any public reporting about its links to officials. Where the work requires a background check on an individual owner or principal, Delator leverages a locally licensed partner in its network to complete that work and does not do it itself.

The aim is to answer a practical question: does this intermediary look like a genuine business providing real services at a fair price, or like a vehicle whose main asset is access?

• Success fees or commissions far above market for the services described
• Requests for payment to a third country, a different entity or in cash
• No identifiable staff, premises or track record in the claimed field
• Recommended or required by a public official or state-owned customer
• Family, business or political ties between principals and officials
• Invoices with vague descriptions and no supporting work product
• Resistance to audit rights, compliance certifications or disclosure of ownership

Customs brokers, freight forwarders and licensing agents

Logistics and licensing intermediaries deserve separate attention because their fees are often small, frequent and poorly documented, which makes them easy channels for payments to customs officers, port staff and inspectors. A broker invoice that adds an unexplained 'special handling' line, or a licensing agent paid a fixed sum per approval regardless of complexity, can be the first visible sign of a wider pattern.

Testing compares these fees across ports, brokers and periods, looks for surcharges that appear only on certain shipments or certain officials' shifts, and checks whether duty outcomes, clearance times or inspection rates changed when a particular intermediary was engaged. Delator consultants with customs and trade backgrounds are well placed to judge what a normal fee and a normal clearance time look like in a given market, which is often the difference between a real finding and a false alarm.

05Books and records

Testing books, records and internal controls

Transaction testing is the backbone of most anti-bribery and corruption investigations. Delator's analysts extract general ledger, accounts payable, expense and petty cash data for the relevant entities and period, then identify populations that carry corruption risk: payments to intermediaries, government-facing service providers, customs and logistics vendors, consultants, charitable and sponsorship spend, gifts and hospitality, cash disbursements and manual journal entries to sensitive accounts.

Within those populations, tests look for patterns that suggest disguised payments. Examples include round-sum payments to consultants, payments coded to vague accounts such as 'miscellaneous' or 'other services', invoices that coincide with licence approvals or tender awards, payments split to avoid approval limits, payments to accounts in countries unrelated to the services, and expense claims for officials recorded as hospitality for customers. Selected transactions are then traced to supporting documents and correspondence to establish what they actually were.

The question is not only whether a payment was improper but whether the company's controls should have caught it. Were approvals obtained? Did the compliance function review the intermediary? Were red flags raised and ignored? Under the FCPA's internal controls provision, a control environment that allowed improper payments to pass without challenge can itself be the problem, and under the UK Bribery Act the adequacy of procedures is central to the section 7 defence.

06Benefits

Gifts, hospitality, hiring and other benefits to officials

A bribe does not have to be cash. Anything of value can qualify, and enforcement authorities have pursued cases involving travel, entertainment, luxury goods, school fees, medical treatment, charitable donations and, notably, jobs and internships given to relatives of officials. Anti-bribery and corruption investigations therefore look beyond the payments ledger to the company's other ways of conferring benefits.

Gifts and hospitality are the most common area of uncertainty. Modest, transparent, properly recorded hospitality with a genuine business purpose is lawful in most systems, and the FCPA provides an affirmative defence for reasonable and bona fide expenditures directly related to product promotion or contract performance. The problem arises when value, frequency, timing or recipients suggest an attempt to influence. Testing compares hospitality records with tender calendars, licence decisions and regulatory inspections, and checks whether recipients were officials, family members or people with no business role at all.

Hiring practices need the same scrutiny. Delator reviews whether candidates referred by officials or state-owned customers went through the normal process, whether roles were created for them and whether hiring decisions coincided with commercial outcomes. These reviews are handled with particular care for the privacy of the individuals involved, and any background research on them as individuals goes through a locally licensed partner.

07Evidence

Digital evidence and communications in corruption matters

Corrupt arrangements leave traces in communications even when the accounting is clean. Emails discussing 'helping' an official, messages arranging cash collection, spreadsheets tracking unofficial payments and calendar entries for meetings that never appear in expense records can all be decisive. Equally, communications often supply the innocent explanation: a payment that looks suspicious in the ledger may be fully documented in correspondence.

Delator's forensic team collects email, file shares, collaboration tools and mobile devices under a data plan agreed with counsel that respects GDPR, China's PIPL and other local privacy and data export rules. Review uses search terms in every relevant language, including local euphemisms for bribes, which vary widely and change over time. Analysts refine terms as the review progresses and as interviews reveal the vocabulary people actually used.

Messaging apps deserve special attention, because business conversations in many markets take place on WhatsApp, WeChat and similar platforms. Regulators expect companies to address off-channel communications in their compliance programmes, and the DOJ's guidance on evaluating compliance programmes asks how companies manage personal devices and messaging platforms. Whether a given device can be reviewed depends on ownership, policy and local law, and the report records any limits on what could be examined.

08Interviews

Interviews in anti-bribery and corruption investigations

Interviews in corruption matters carry particular risk, because the people interviewed may face personal criminal exposure. Counsel normally gives an Upjohn warning or its local equivalent, explaining that the interviewers act for the company, that the conversation is privileged to the company and that the company may choose to share what is said with authorities. In some jurisdictions employees have additional rights, such as representation or advance notice, and in a few the interview itself must be structured with criminal procedure rules in mind.

Delator plans interviews after documents and data have been reviewed, so that questions are specific and grounded. Process witnesses in finance, compliance and logistics explain how payments are approved and how intermediaries are onboarded. Commercial staff explain why particular intermediaries were engaged and what they did. Senior managers are asked what they knew and what controls they relied on. Interviewers with law enforcement backgrounds bring structure and discipline, and interviews are conducted in the interviewee's language with vetted interpreters where needed.

Interviews of intermediaries themselves are possible where contracts give audit or cooperation rights, and they can be productive when handled carefully. Delator does not approach government officials in connection with a bribery inquiry, does not use pretexts to obtain information from them and does not attempt to contact people in ways that could be seen as witness interference.

09Workplan

How Delator structures a corruption inquiry

A typical engagement runs in phases. Phase one is preservation and triage: legal holds, data collection from key custodians and entities, a quick review of the specific allegation or red flag and an early read-out to counsel. Phase two is the core investigation: transaction testing across the relevant spend populations, intermediary review, communications review and interviews. Phase three, if the facts support it, extends the review to other entities, periods or intermediaries to establish whether the issue is isolated or systemic.

Phasing allows proportionate decisions. Enforcement authorities expect investigations to be thorough but also expect companies to respond in proportion to the risk. Regulators assessing cooperation look at whether the company identified the relevant facts and individuals, not at how many hours were billed. Clear phase gates, with documented decisions about whether to widen the scope, show that judgment was applied.

Throughout, the case lead reports to counsel at agreed intervals. Interim findings are communicated orally or in short privileged memoranda, and the final report sets out the facts, the evidence for each, the confidence level and the limits of the inquiry. Legal analysis of those facts remains counsel's role, because Delator is not a law firm.

Scoping choices that change the outcome

Three scoping choices have an outsized effect on anti-bribery and corruption investigations. The first is the period: too short and a long-running arrangement looks like a one-off; too long and cost rises without adding insight. The second is the population of intermediaries: reviewing only the one named in an allegation can miss others engaged by the same manager on the same terms. The third is the custodian list: the people who approved payments are often more informative than the people who requested them.

Delator proposes these choices with reasons and revisits them at each phase gate. When the evidence points beyond the original scope, the case lead raises it with counsel promptly rather than either ignoring it or widening the work without agreement.

10Disclosure

Self-disclosure, cooperation and coordination between authorities

When anti-bribery and corruption investigations confirm misconduct, the company and its counsel face decisions about disclosure. In the United States, the Criminal Division's Corporate Enforcement and Voluntary Self-Disclosure Policy, revised in 2025, offers a path to declination for companies that voluntarily self-disclose, fully cooperate and remediate in a timely way, absent aggravating circumstances. In the United Kingdom, the Serious Fraud Office can resolve cases through deferred prosecution agreements, and self-reporting and cooperation are relevant to whether a DPA is offered. France's CJIP and Brazil's leniency agreements play similar roles in those systems.

Multiple authorities may have jurisdiction over the same conduct. U.S. policy encourages coordination and crediting of penalties paid to other authorities to avoid piling on, and cross-border resolutions with several agencies have become common. Disclosure in one country can trigger inquiries in another, so counsel usually maps all potentially interested authorities before any approach.

Delator does not make or advise on disclosure decisions, which belong to the company and its lawyers. Its contribution is a factual record good enough to support whichever path counsel recommends: clear, documented, honest about uncertainty and organized so that it can be presented to an authority if the company chooses to do so.

11Transactions

Corruption risk in mergers, acquisitions and new markets

An acquirer can inherit a target's corruption problems, both legally through successor liability and practically through continuing relationships with the same intermediaries and officials. Pre-acquisition due diligence aims to identify those risks before signing, but access to a target's records is often limited, and issues frequently surface after closing.

The DOJ's Mergers and Acquisitions Safe Harbor Policy, announced in October 2023, gives acquirers that disclose misconduct discovered at an acquired company within 180 days of closing, and remediate within a year, a presumption of declination, subject to conditions. Post-closing anti-bribery and corruption investigations therefore often run to a timetable set by that window. Delator can review the acquired company's intermediaries, high-risk spend and government touchpoints quickly after closing so counsel has the facts in time to decide.

Entering a new market raises related questions. Before appointing a distributor, licensing agent or local partner, companies increasingly commission integrity due diligence on the counterparty. That work is covered in more detail on the international due diligence page, and it follows the same model: research and analysis by Delator consultants, and background checks on individuals completed by a locally licensed partner in Delator's network.

12Remediation

Strengthening the compliance programme after an investigation

Remediation is what authorities, lenders and boards look at once the facts are known. The DOJ's Evaluation of Corporate Compliance Programs, last substantially updated in 2024, asks whether a programme is well designed, adequately resourced and empowered, and working in practice. The UK Ministry of Justice guidance on adequate procedures sets out six principles: proportionate procedures, top-level commitment, risk assessment, due diligence, communication including training, and monitoring and review. ISO 37001 provides a certifiable standard for anti-bribery management systems that some companies use as a framework.

Delator's reports translate the investigation's findings into specific control observations: which onboarding steps failed for the intermediary in question, which approvals were missing, which spend categories lacked monitoring, which red flags reached someone who did nothing. Those observations give the compliance function concrete changes to make rather than a general recommendation to 'enhance controls'.

Some clients ask Delator to test remediation after an agreed period by re-running the transaction tests against new data and re-reviewing a sample of intermediaries. That testing shows whether changes are working in practice, which is exactly the evidence enforcement authorities ask for when they evaluate whether a programme has improved.

• Risk-based intermediary onboarding and periodic re-review
• Contract terms covering audit rights, anti-corruption warranties and termination
• Payment controls preventing transfers to third countries or unrelated accounts
• Monitoring of gifts, hospitality, donations and sponsorships near government decisions
• Policies and technical controls for business messaging on personal devices
• Training targeted at the roles and markets where the issue arose

Step by step

How an Engagement Works

1. 01

   Confidential intake

   A call with you and counsel to understand the allegation, the entities and countries involved and any contact from authorities.

2. 02

   Preservation

   Legal holds, data collection and device imaging planned to respect local privacy and employment law.

3. 03

   Written scope

   Questions, period, spend populations, intermediaries, partner tasks and phase gates agreed in writing.

4. 04

   Transaction testing

   Ledger and payment data analyzed to isolate high-risk payments, then traced to documents and correspondence.

5. 05

   Intermediary review

   Contracts, services and payments examined by consultants, with background checks on principals completed by local partners.

6. 06

   Communications and interviews

   Multilingual review of email and messaging, followed by planned interviews with counsel present.

7. 07

   Reporting

   Privileged interim memoranda and a final report with findings, evidence, confidence levels and limits.

8. 08

   Remediation support

   Specific control observations and optional follow-up testing to show changes are working.

Deliverables

What You Receive

• Written scope with phase gates agreed with counsel
• Data protection and collection plan for each relevant country
• Transaction testing results for higher-risk spend populations
• Intermediary profiles covering contracts, services, payments and ownership findings
• Chronology linking payments to commercial and government decisions
• Interview summaries prepared for counsel
• Evidence register with chain-of-custody records
• Final report with findings, confidence levels and limits of the inquiry
• Compliance programme observations referenced to DOJ and UK guidance

Industries

Who Uses Bribery and corruption Services

• Energy, oil and gasConcessions, permits and state-owned partners create frequent contact with officials.
• Mining and natural resourcesLicensing, land access and local community payments are long-standing corruption risk areas.
• Life sciences and medical devicesMany doctors and hospital buyers abroad are public employees, so ordinary promotion can raise official-bribery questions.
• Infrastructure and constructionPublic tenders, change orders and local subcontractors invite improper payments.
• Defence and aerospaceGovernment customers, offsets and agents make intermediary review essential.
• TelecommunicationsSpectrum licences, regulatory approvals and state-owned operators bring officials into routine business.
• Logistics and shippingCustoms, ports and permits are frequent points where facilitation and extortion demands arise.
• Technology and softwarePublic sector sales through resellers and system integrators can conceal improper margins.

Credentials

Who Does the Work

Delator Global's consultants come from backgrounds where finding facts under pressure is the job: U.S. military intelligence, the Department of Homeland Security, former law enforcement officers of every kind, former bounty hunters, and technology specialists across networks, applications, forensics and data. Behind them sits a network of locally licensed partners holding a wide range of licences and certifications, so every part of an engagement is done by someone entitled to do it in that country.

• Military intelligenceCollection planning, analysis and reporting discipline.
• Homeland securityFederal investigative and border, trade and financial crime experience.
• Law enforcementInterviewing, evidence handling and courtroom testimony.
• Bail enforcementLocating people who do not want to be found, lawfully.
• TechnologyNetwork, application, cloud and forensic specialists.
• Licensed partnersLocal licences for the work local law reserves.

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Related Delator Global Services

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Every Delator Global service

Countries

Where Delator Global Works

Delator Global handles matters in 152 countries, with a country page for each and a city page for every city over 200,000 people. Larger markets are listed below; the full list is on the international page.

• United Kingdom
• Canada
• Mexico
• Germany
• France
• India
• Brazil
• Australia
• Japan
• United Arab Emirates
• South Africa
• Nigeria
• China
• South Korea
• Spain
• Italy
• Netherlands
• Poland
• Turkey
• Philippines
• All 152 countries