Washington narrowed its FCPA priorities. Brussels, London, Paris and Bern did the opposite. If your anti-corruption programme was built for US law and extended to Europe by translation, the gaps are structural rather than cosmetic.
On 21 April 2026 the Council of the European Union adopted the Directive on Combating Corruption, the first harmonised criminal framework across all Member States. It entered into force at the end of May, and every Member State except Denmark must write it into national law by 1 June 2028.
It criminalises bribery in the public and private sectors, trading in influence, misappropriation, obstruction of justice and concealment of proceeds.
For corporate bribery, each Member State must allow a maximum fine of at least 5% of worldwide turnover, or at least €40 million if it chooses a fixed ceiling instead. Either way the reference is group revenue, not the profit on the transaction.
Jurisdiction is broad. US companies with EU operations are in scope, and the standard your programme will be measured against is being set in national legislatures now.
| Gap | What it means for you |
|---|---|
| Private-sector bribery | The Directive criminalises commercial bribery between private parties. Most US-built policies define the offence by who receives the payment. |
| Trading in influence | Paying for access rather than paying the decision-maker. No clean FCPA analogue, and standard due diligence rarely catches it. |
| Facilitation payments | The FCPA has a narrow exception for routine governmental action. The Directive and the UK Bribery Act have none. |
| Penalty basis | Calculated on worldwide turnover, so exposure in a small market is priced against the size of the whole company. |
The UK's failure-to-prevent-fraud offence has applied since September 2025 and requires its own documented fraud risk assessment. The Serious Fraud Office, France's Parquet National Financier and the Swiss Attorney General now coordinate cross-border cases through a joint taskforce, so a matter surfacing in one of those jurisdictions is more likely to reach the others.
A scored risk register by country, channel and counterparty, with a board-ready summary of where the exposure actually sits.
A gap analysis against the Directive and the transposition law of your principal Member State, with a remediation roadmap sequenced by exposure.
The documented fraud risk assessment and reasonable-procedures file the offence requires in its own right.
Tiered due diligence, questionnaires, contract clauses and a screening workflow for agents, distributors and intermediaries.
A named officer who owns the programme, reports to the board each quarter, and is the escalation line when something surfaces.
A gap analysis against each regime that reaches you. A risk register scored by country, channel and counterparty. A remediation roadmap with effort and cost per item. A board briefing, one page, in language a non-specialist director can act on.
Every engagement is fixed fee, scoped before work starts.
Terence A. Oben. Fifteen years of legal, compliance and enterprise risk work inside JPMorgan Chase, BNP Paribas, Deutsche Bank, Banco Santander and Ericsson: building control environments that had to hold up with regulators already in the building, and running the investigations when they did not.
You work with him directly, not with a delivery team. Read the full bio.
Themis Advisory Group provides advisory services, not legal services. Where a review is likely to surface conduct that has already happened, the work is performed through Oben Legal PLLC, a New York law firm, so the findings have the protection of counsel from the outset. We will tell you which applies before you engage, not after.
No. It is a re-scoping. The control framework stays; the definitions, the third-party architecture and the evidence trail are what change.
Probably, and that channel is where the exposure usually concentrates. A distributor paid on results, dealing with customers you never meet, is the structure most enforcement actions run through.
Because the slowest parts of the work run on your counterparties' timetables, not yours. Renegotiating contract terms takes a renewal cycle, and verifying ownership on long-standing relationships takes a commercial conversation.
Fixed fee, agreed before work starts, scoped to the number of markets and intermediaries in play. A scoping call produces a number.
A 30-minute scoping call establishes whether you are in scope and what a review would cover. No charge and no obligation.