On 10 February 2025 an executive order paused new investigations and enforcement actions under the Foreign Corrupt Practices Act, with limited exceptions, with provision for a one-hundred-and-eighty-day review by the Attorney General. Five days earlier, a departmental memorandum had already redirected the enforcement unit towards bribery connected to cartels and transnational criminal organizations.
On 9 June 2025 the Deputy Attorney General issued guidelines for investigations and enforcement under the Act, ending the pause. The guidelines direct prosecutors towards conduct causing identifiable harm to United States interests, towards individual wrongdoing, and away from extended examinations of companies where there is no evidence of systemic problems.
Treating the first announcement as a reason to relax controls would have confused a change in enforcement priorities with a change in legal obligations. The second announcement arrived four months later.
What a policy pause does not touch
Enforcement policy is not the same thing as law. The Act remained in force throughout. Conduct occurring during the pause could still be investigated and prosecuted afterwards, subject to the applicable jurisdictional requirements and limitation periods. A change in enforcement priorities did not make that conduct lawful.
For issuers, the books-and-records and internal-controls provisions create separate obligations that can be breached without proof of a bribe.
Enforcement policy changed twice within four months. The statute, the limitation period and the reach of other jurisdictions were unaffected by either change.
Nobody else paused
The United States is one of several jurisdictions with long reach over foreign bribery, and the others made no corresponding change. The United Kingdom, France and Brazil each retain their own extraterritorial provisions, and the same conduct is frequently chargeable in more than one place.
An organization with any European footprint should read the United Kingdom position alongside the American one, and the relevant point is not only the Bribery Act. The failure to prevent fraud offense that came into force on 1 September 2025 applies to large organizations and reaches conduct connected to the United Kingdom regardless of where the organization sits; its main defense is having reasonable prevention procedures in place, documented before the fact.
Read together, the two developments point in opposite directions, and an organization that responded to the American change alone has moved the wrong way.
Where the exposure concentrates
- Third parties acting in the organization’s interest. Conduct by agents, distributors and consultants can expose an organization to liability even when they are not on its payroll, and commission-only arrangements in difficult markets carry the incentive the statutes contemplate.
- Payments that look unremarkable on their own. Payments for licensing, hospitality or charitable purposes require context to assess; the FCPA’s narrow facilitating-payment exception does not apply under the UK Bribery Act.
- Acquisitions and the history that comes with them. Successor liability may expose an acquirer to a target’s existing FCPA liability, depending on the transaction and applicable law; it does not create liability for conduct outside the Act’s jurisdiction.
- The description in the books and records. How a payment was described internally is frequently the element that is easiest to prove and hardest to explain.
The United Kingdom, France and Brazil each retain their own extraterritorial reach, and the same conduct is frequently chargeable in more than one place.
Acquisitions are where this becomes concrete
The clearest commercial consequence sits in transactions. A target’s pre-completion conduct can expose an acquirer to successor liability where the applicable law provides for it, and diligence allows that exposure to be assessed before the transaction proceeds.
Anti-corruption work in mergers and acquisitions support is therefore about establishing what a target has actually been doing in its difficult markets rather than confirming that it holds a policy. Those inquiries take time and should be built into the transaction timetable.
Where the diligence period genuinely does not permit it, the useful alternative is a documented post-completion program with a defined scope and deadline, with identified risks addressed promptly; a recorded intention to investigate does not itself resolve them.
What is worth doing while policy is unsettled
The durable version of this work does not track enforcement priorities, because priorities move faster than programs can be rebuilt. It establishes where the organization is exposed and keeps the evidence of that assessment current.
Practical FCPA consulting at this point means reviewing the third-party population, testing a sample of payments against their stated purpose, and recording what was examined and when. That record is what answers the question a future enforcer will ask, which is not whether the organization had a policy but whether it was paying attention.
Our Book of the Month shelf has the International Handbook of White-Collar and Corporate Crime, which is useful for the sheer breadth of the enforcement picture, and Billion Dollar Whale, which remains the most readable account of what inadequate diligence looks like from the inside.
The question for a board
If enforcement resumed at full intensity next quarter, which of the last three years of payments would you want reviewed first, and could you produce the record of who approved them and why?
Falcone International
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