JAPAN Trends and Developments Contributed by: Masayuki Atsumi and Yuhei Sakao, Miura & Partners
On 7 June 2023, the UCPA was amended to strengthen regulations on bribery of foreign pub - lic officials. The amendments increase statutory penalties for natural persons and legal entities and expand the scope of punishment to include bribery by non-Japanese individuals of execu - tives or employees of Japanese companies overseas. The amended UCPA came into effect as of 1 April 2024. First, the penalty for natural persons who bribe foreign officials became more severe. The max - imum amount of the fine for natural persons increased from JPY5 million to JPY30 million, which is the highest maximum fine for natu - ral persons in Japan at the time of writing. In addition, the maximum term of imprisonment increased from five years to ten years, which is the longest term of imprisonment for economic crimes in Japan at the time of writing. As a result of the ten-year maximum term of imprisonment, the statute of limitations for prosecution was increased from five years to seven years. The penalty for corporations whose employees or executives bribe foreign officials also became more severe. In Japan, a corporation alone is not subject to criminal penalties. A corporation is subject to criminal penalties only when a dual punishment provision is stipulated, punishing not only the executive or employee who committed the crime but also the corporation to which the executive or employee belongs. The maximum fine for corporations under the dual punishment provision in the UCPA increased from JPY300 million to JPY1 billion, which is the highest maxi - mum fine for corporations in Japan at the time of writing. In terms of the severity of the criminal penalty for both natural persons and corporations, the
bribery of foreign officials has become one of the most serious economic crimes in Japan. The bribery of foreign public officials by non- Japanese executives or employees of a corpora - tion whose principal office is in Japan has been added to the scope of the UCPA as warranting a criminal penalty. Specifically, in cases where a non-Japanese employee who belongs to a Japanese corporation bribes a public official of a foreign country in connection with the busi - ness of the corporation, said employee could be punishable even if they are not Japanese and the criminal act occurs in a foreign country. Amendment of the Guidelines in 2024 In February 2024, METI amended the Guide - lines. The main points of the amendment are as follows: • reflecting the amendment to the UCPA con - cerning the crime of bribery of foreign public officials; • correcting the description of small facilitation payments (recommending that companies prohibit facilitation payments); • clarifying cases where the parent company (head office) is punished for acts of bribery by employees of overseas subsidiaries or branches; • updating cases where the crime of bribery of foreign public officials is applied; and • expanding descriptions regarding the estab - lishment of a system to prevent bribery of foreign public officials. Despite the amendment, the purpose and main content of the Guidelines have not changed. The Guidelines describe in detail a compliance system for the prevention of bribery of foreign
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