When a company’s books and records are inaccurate, deceptive, or deceptive, a number of specific offence provisions can apply, including: the falsification or careless handling of accounting documents; False accounting is a statutory offense; and In the Corporations Act, there are less civil fines and other criminal offenses. Other than the restrictions mentioned above, there are no affirmative Australian offences that match the US Foreign Corrupt Practices Act requirements for effective internal controls that a firm must have in place.
There are no explicit books and records regulations in Belgian law targeted at avoiding corruption.
Any document seized as part of the anti-corruption effort should be subject to the Sapin II Act’s books and records obligations (eg, documents attesting to the identities of customers, intermediaries, agents and so on). The AFA and the Commission Nationale de l’Informatique et des Libertés are now discussing how to best balance the recording and data protection requirements. In the context of anti-corruption programs, these authorities want to produce a guide in the near future.
Companies are exempt from any documentation or reporting requirements when it comes to corruption. However, there is an exception for companies. Corporations are required to submit an annual non-financial disclosure pursuant to Section 289c of the Commercial Code, in which they must also report on anti-corruption efforts. Nonetheless, companies are advised to preserve comprehensive documentation in the battle against corruption.
Sections 281 to 285 of the Firms Act require all companies doing business in Ireland to keep proper corporate books and records. A company’s books and records must: appropriately record and explain the company’s transactions; allow the company’s assets, liabilities, financial status, and profits or losses to be calculated with acceptable precision at any moment; and enable the company’s directors to verify that any financial statements and director’s reports required to be generated under the Companies Act meet with the Corruption Act’s requirements and international accounting standards, and that they can be audited. Companies must employ an external auditor to analyze the company’s accounts and write a report that accurately reflects the company’s financial status, according to Section 380 of the Companies Act. Auditors have the right under Section 387 of the Companies Act to request access to corporate papers and to require information and explanations from company officers and staff. Failure to comply with these conditions becomes a criminal offense. Furthermore, a director of a corporation who fails to take all reasonable means to ensure that the firm complies with these standards, or who has caused any failure by the company under any of them by his or her own malicious conduct, may be held criminally accountable. Furthermore, an official of a business is prohibited from destroying, mutilating, or falsifying any book or document affecting or relating to the company’s property or affairs under Section 877 of the Companies Act. False accounting is defined by Section 10 of the Criminal Justice (Theft and Fraud Offences) Act 2001 as a person who, with the goal of making a profit for himself or another, or inflicting loss to another, gives false information relating to papers created or necessary for any accounting proposal.
Articles 957 and following of the Code of Obligations include the majority of accounting regulations. International Financial Reporting Standards (IFRS), IFRS for small and medium-sized firms, Swiss generally accepted accounting principles (GAAP), US GAAP, and the International Public Sector Accounting Standard for public sector companies are legal standards for books and records. A number of additional particular requirements must be followed in regulated areas such as the banking sector. Articles 957 and following of the Code of Obligations require all legal companies, as well as sole proprietorships and partnerships, with income of at least CHF 500,000 in the previous financial year, to keep accounts and file financial reports. Limited stock firms’ boards of directors are responsible for organizing and overseeing the accounting, financial controls, and financial planning processes that are necessary for the company’s management (Article 716a, para 1 of the Code of Obligations). Furthermore, with some exceptions, Swiss limited stock firms are required to appoint external auditors under Articles 727 and following of the Code of Obligations.
When it comes to preventing workplace corruption, records of employee training and behavior will be useful. The ability of a corporation to keep and refer to extensive financial records will also be critical in preventing and detecting misconduct. Companies must comply with a number of financial record-keeping requirements, some of which are listed below — however this list is not exhaustive: Part 15 of the Corporations Act 2006 governs companies’ obligations to keep proper accounting records. Specific sectoral record-keeping and accounting regulations may also apply. Regulatory enterprises must keep ordered records of their operations and internal organization, according to the Financial Conduct Authority (FCA) Handbook. Every firm is required to keep adequate accounting records that reflect and explain its transactions and financial situation under Section 386 of the Companies Act 2006. Section 388(4) of the Firms Act mandates that private firms keep accounting records for three years and public companies preserve accounting records for six years. The Companies Act mandates that a company’s annual accounts be audited unless it qualifies for an exemption, such as if it is a small business (Section 475). The auditor must provide a report that contains a statement on whether the accounts, in his or her opinion, present an accurate and fair picture of the company’s financial situation (Section 495). Every officer of the firm who fails to comply with Section 386 of the Companies Act commits an offence. It is a defense for such individuals to demonstrate that they acted honestly and that the default was excusable given the conditions of the company’s operations. Section 387(3)(a) of the Companies Act stipulates that the maximum penalty for the offense is two years in prison.
Accounting records must accurately indicate the company’s financial condition and be retained for a period of five years following the company’s financial year end, according to Article 26 of Federal Law 2/2015 and Articles 2 and 3 of the Executive Regulations for the Tax Procedures Law (7/2017). According to Articles 26 to 38 of the Federal Commercial Transactions Law (18/1993), a corporation is expected to preserve financial records as required by the nature of its business in order to accurately represent its financial position. In addition, a daybook and general ledger must be used. Financial institutions must also keep records of documents as prescribed by relevant supervisory authorities from time to time for a period of five years, including relevant judgments, inspection reports, and the results of any relevant authorities’ investigations, as well as any details relating to the closure of a client account. The DIFC Businesses Law, the General Partnership Law, and the Limited Partnership Law govern companies, limited partnerships, and registered partnerships in the Dubai International Financial Centre (DIFC). Article 101 of the DIFC Companies Law mandates that a corporation preserve accounting records for a period of six years, while Articles 18 and 26 of the General Partnership Law and Limited Partnership Law mandate that documents show the financial status of the business with acceptable accuracy.
The accounting sections of the Foreign Corrupt Practices Act (FCPA) require issuers to keep accurate books and records and to create and maintain an effective system of internal accounting controls. The books and records requirement, in particular, mandates that issuers “create and retain books, records, and accounts that accurately and properly represent the issuer’s transactions and dispositions in reasonable detail” (15 USC 13(b)(2)(A)). The word “appropriate detail” refers to the degree of information that would “satisfy prudent officials in the conduct of their own business” (15 USC 78m(b)(7). Individuals and businesses are also prohibited from willfully falsifying books and records, as well as bypassing or neglecting to install an internal control system. The recording of a cash bribe payment in company records as a legitimate expense, such as a “consulting fee,” is a common example of a books and records violation (DOJ and SEC, “A Resource Guide to the US Foreign Corrupt Practices Act” at 38 (2012, updated 2015)).