Update – Expansion of UK Corporate Criminal Liability Increases Legal, Compliance and Governance Risk for Corporates
The Crime and Policing Bill 2025 received Royal Assent on 29 April 2026 and is now the Crime and Policing Act 2026.
The Act is very wide ranging but of particular interest for UK businesses is a strengthening of the ability to apply corporate criminal liability to what the government calls “the makeup of modern corporations”.
The Act extends corporate criminal liability where a “senior manager” commits an offence while acting in the scope of their actual or apparent authority to ALL crimes, (rather than just economic crimes as currently under the Economic Crime and Corporate Transparency Act 2023). These changes will come into effect on 29 June 2026.
Under the Act, a “senior manager” is a person who plays a significant role in:
- the making of decisions about how the whole or a substantial part of the organisation’s activities are to be managed or organised; or
- the actual managing or organising of the whole or a substantial part of those activities.
Prosecutors will look beyond job titles and instead consider the reality of a person’s roles and responsibilities within an organisation, the level and significance of their managerial influence and the decision making power they exert. As the circumstances of each case will be different, there may well be significant scope for argument on whether the individual concerned was a “senior manager” and/or acting within their actual or apparent authority.
What types of criminal offences are now in scope?
This is a real change in risk profile for organisations as the range of offences increases and extends beyond the board. Offences include:
- modern slavery and human trafficking offences
- environmental law offences
- health and safety law offences
- trading standards (consumer law) offences
- data protection law offences
- computer misuse offences
What are the consequences of getting it wrong?
The penalties that an organisation might face if convicted of a criminal offence have not changed.
The maximum fine will depend on the particular offence, but for the most serious crimes, uncapped fines are possible.
In addition, the organisation might face a proceeds of crime application, operational disruption, media interest and reputational damage.
If an organisation is subject to a criminal investigation, it may be invited to attend an interview under caution with the relevant regulator as part of the investigation. If this happens, then the regulator is at the stage where it suspects that an offence has been committed and will be seeking to question the organisation at the interview about its suspected involvement in the alleged offence. As this is a key point in the criminal investigation it is important for organisations to seek prompt legal advice to understand the implications of the interview, the options available (including whether or not to attend the interview where this is an option, put forward a pre-prepared statement or request that the interview be conducted in writing) and the best approach to take in the circumstances (if, for example, the organisation’s position was that the individual alleged to have committed an offence was not acting within the scope of their authority then this would be a reason to attend the interview).
What should organisations do now?
- identify potential “senior managers” within the organisation and review the scope of their authority
- reassess risk exposure, insurance cover, governance and delegated authority levels and compliance frameworks
- review incident response planning and procedures
- update and implement training for senior managers
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Disclaimer
This information is intended for general informational purposes only and does not constitute legal advice. We recommend seeking professional advice before taking any action on the information provided. If you would like to discuss your specific circumstances, please feel free to contact us on 0800 2800 421.
