Back in Business? What the DOJ's FCPA reset means for UK companies

For the first time, the DOJ’s guidelines make explicit reference to foreign enforcement. Before initiating a new FCPA investigation, U.S. prosecutors are now directed to consider whether “an appropriate foreign law enforcement authority is willing and able to investigate and prosecute the same alleged misconduct”.

In doing so, the DOJ has openly invited other authorities – including the UK Serious Fraud Office (SFO) – to assume a greater leadership role in cross-border financial crime enforcement. UK companies should take careful note.

SFO Director Nick Ephgrave has welcomed the revised guidance, telling a London audience on 24 June 2025, “[i]t’s not business as usual, but we’re back in business,” describing the agencies’ relationship as “strong” and “fruitful.” His comments were followed by a bilateral meeting between the SFO and the Head of the DOJ’s Criminal Division, held in London later that week, in which both agencies reaffirmed their commitment to close cooperation, voluntary self-disclosure and the faster resolution of investigations.

A deliberate narrowing of U.S. priorities

The DOJ’s new guidelines reflect a conscious narrowing of U.S. enforcement priorities. Our U.S. colleagues have explored the revised guidelines in detail in this article but, in summary, FCPA investigations will now focus on:

• Conduct tied to U.S. national security (for example, bribery involving critical infrastructure, defence, or strategic sectors).
• Cases where specific U.S. businesses have suffered competitive harm as a result of foreign bribery.
• Bribery linked to transnational criminal organisations (TCOs), cartels or terrorist financing.

The memo also instructs prosecutors to weigh the collateral consequences of investigations on lawful business operations and employees, and to progress cases “as expeditiously as possible”.

In parallel, DOJ prosecutors are now instructed to focus primarily on individual misconduct. Investigations should prioritise “strong indicia of corrupt intent tied to particular individuals” – for example, substantial bribe payments or active concealment efforts. The guidelines expressly discourage reliance on broader theories of corporate attribution or collective knowledge.

This represents a clear shift in U.S. enforcement strategy. While corporate enforcement remains part of the DOJ’s toolkit, it will no longer be the default approach. Prosecutorial discretion is further narrowed by new requirements for senior political approval before opening any investigation.

An opportunity for the SFO

The consequence is that where U.S. interests are not directly engaged, corporate prosecutions may increasingly fall to other enforcement agencies. And the DOJ’s guidance could not be clearer: U.S. prosecutors are expected to consider whether foreign authorities are “willing and able” to pursue cases before proceeding themselves.

For UK authorities – and the SFO in particular – this language may be seen as something close to an open invitation. The SFO’s existing jurisdictional reach under the UK Bribery Act 2010 is extensive. Conduct now de-prioritised by the DOJ – such as routine commercial bribery or facilitation payments – remains fully prosecutable under UK law.

The SFO can benefit from its ‘special relationship’ with the DOJ to strengthen its role in cross-border enforcement and increase access to shared intelligence and resources. On 27 June, Ephgrave met with the Head of the DOJ’s Criminal Division Matthew Galeotti in London to reaffirm the agencies’ joint commitment to tackling serious financial crime. The two agencies pledged to deepen cooperation on voluntary self-disclosure, market integrity and the faster resolution of cross-border investigations. Ephgrave called the relationship “long-standing” while Galeotti said that he looked forward to strengthening cooperation with the SFO going forward.¹

The SFO has launched a new joint taskforce with France’s PNF and the Swiss OAG. Ephgrave says that the timing of this development is a “coincidence” but it represents a clear marker of the SFO’s readiness to assume greater leadership where needed.

Ephgrave has noted publicly that incoming case referrals to the SFO have dipped in recent years. This is a gap he hopes to close by encouraging whistleblowers and by stepping into matters the DOJ may now decline.

Other international authorities are similarly well-positioned to fill any enforcement gap. In recent years, French, Swiss, Singaporean and Hong Kong prosecutors have all taken increasingly assertive positions in major cross-border investigations.

The International Anti-Corruption Coordination Centre (IACCC), now an established hub for joint agency work, also plays an active role in facilitating coordinated enforcement action. On 28 June, the SFO announced that it had formally joined the IACCC, enhancing its ability to collaborate with enforcement agencies worldwide. Ephgrave said the move is “another step forward for the SFO and further demonstration of our determination to use every power and partnership we can to confront the threat of bribery and corruption.” According to the SFO, membership will “boost [its] capacity to gather intelligence and evidence on companies and individuals suspected of corruption overseas, while maintaining full control over its investigations.”²

The potential for enforcement divergence

These changes point to growing differences in enforcement priorities:

• U.S. focus on individuals – The DOJ concentrating on pursuing culpable individuals, while stepping back from corporate charges.
• UK focus on corporate liability – The SFO (and other authorities) maintaining an active corporate enforcement agenda, particularly through the “failure to prevent” offences under both the Bribery Act and the new Economic Crime and Corporate Transparency Act.

For multinational companies, this creates a growing risk of asymmetric outcomes – with individuals potentially facing U.S. prosecution, and corporate entities subject to parallel enforcement action in the UK or elsewhere. Ephgrave makes no secret of the SFO’s ambition: he says he wants “to go hunting” with the UK’s new anti-fraud legislation, a signal that corporate liability will remain a top domestic priority even as the DOJ pivots toward individuals.

Recent UK enforcement activity provides a clear illustration. In April 2025, the SFO charged United Insurance Brokers Limited under the Bribery Act for failing to prevent bribery in relation to payments routed through U.S. intermediaries. No corporate charges have been announced in the U.S. in relation to this matter, and the SFO has proceeded against the UK company directly.

Three practical compliance implications

In light of these developments, UK-based multinationals may wish to focus on three key compliance priorities.

1. International enforcement monitoring

Companies should invest in proactive monitoring of enforcement activity across jurisdictions. Mapping exposure to multiple authorities – including the SFO, FCA, PNF, DOJ and others – will be increasingly important, particularly where conduct spans multiple legal systems.

2. Investigation protocols designed for cross-border engagement

Internal investigations will need to be structured to meet the diverging expectations of both U.S. and UK authorities. While a complete overhaul may not be necessary, companies should ensure their approach clearly addresses the priorities of each jurisdiction. In practice, this requires careful attention to:

• Evidence preservation and collection.
• Document production protocols.
• Witness access and interview strategies.
• Privilege and confidentiality protections across jurisdictions.

This means that investigations must establish individual accountability by identifying who was involved and what role they played, while also assessing whether compliance controls such as due diligence checks, approvals and escalation procedures were properly followed or bypassed.

3. Disclosure decisions in a global context

Voluntary self-reporting remains central to both DOJ and SFO enforcement models, particularly at a time when the SFO is actively seeking more leads after reporting a decline in external referrals. The DOJ continues to offer potential declinations for early disclosure, while the SFO has moved towards a presumption in favour of Deferred Prosecution Agreements (DPAs) where companies self-report and cooperate fully. As Ephgrave put it, “I love DPAs”, underlining his view that early, open dialogue can still deliver commercial certainty where a prosecution might otherwise follow.

However, the SFO has also made clear that forum-shopping – for example, by reporting to U.S. authorities while delaying UK self-reporting – may be treated as uncooperative behaviour. Companies must therefore approach disclosure decisions holistically, ensuring that regulators across jurisdictions are engaged as appropriate.

As the U.S. steps back, UK enforcement steps forward

The DOJ’s new FCPA guidelines undoubtedly signal a big shift in U.S. enforcement priorities. But for UK multinationals, the risk landscape has not diminished. Rather, it has become more complex – with the potential for foreign authorities to assume a more prominent role where U.S. prosecutors choose not to act. With fresh statutory powers and political backing to “go hunting” for corporate misconduct, the UK authorities appear poised to capitalise on any enforcement gaps the new U.S. framework might create.

For compliance officers, legal teams and boards, the message is clear: maintaining globally integrated compliance frameworks, investigation protocols and a joined-up approach to self-reporting will remain critical as the cross-border enforcement environment continues to evolve. Get in touch with our team if you’d like to discuss further.

Authored by Liam Naidoo, Claire Lipworth, Olga Tocewicz, and Reuben Vandercruyssen.