The Argentine National Congress gave final approval to the Law on the Criminal Liability of Organizations (Ley de Responsabilidad Penal de lasPersonas JurídicasThe regulation, which at the time of writing had not yet been published on the country's official legal portal, will enter into force 90 days after its official publication.

The law establishes liability of organizations for certain types of corruption offences committed with their participation, on their behalf, in their interests or for the purpose of obtaining certain or other advantages. Such offences include:

• Bribery and influence peddling at the national and international level (Articles 258 and 258bis of the Criminal Code);
• improper and illegal transactions involving public officials (Art. 265);
• unlawful extortion by officials (Art. 268);
• unlawful enrichment of officials and employees (Art.268, subsections 1 and 2);
• false reporting (Art. 300bis).

The statute of limitations on prosecution of legal entities for the above offenses will be 6 years (regardless of the statute of limitations set separately for each of the listed offenses).

There is no criminal prosecution of a legal entity if the natural person involved in these offenses acted in his or her personal interest and had no intention of obtaining any benefits for the company. However, if the natural person acted in the interest of or for the benefit of the legal entity, even without specific prescribed authority or instructions from the legal entity, the entity is found guilty and must be held criminally liable. The law also provides for a sequential shift of liability to the legal entity for the offenses listed above.

Possible sanctions for legal entities for corruption offenses include:

• a fine ranging from two to five times the amount of the illegal benefit received;
• partial or full suspension of commercial activity (for up to 10 years);
• prohibition to participate in public procurement;
• loss or suspension of receipt of state subsidies;
• publication in the mass media of an extract from the conviction.

In determining the form and amount of sanctions, consideration will be given to:

• measures taken by the organization to prevent corruption (compliance program being implemented);
• existing deficiencies in internal controls;
• the amount of funds involved in the case
• the size and volume of the organization's production;
• the existence of a voluntary self-disclosure by the organization of the misconduct of its employees.

A company may be exempted from criminal liability and any administrative consequences if the following conditions are simultaneously met:

• the facts of misconduct of its employees that have become known to the company are disclosed in a timely manner;
• the organization implements an adequate compliance program;
• the company has recovered the illicit benefit resulting from the wrongdoing.

The organization's compliance program must meet the requirements set forth in Article 23 of the Law and provide for such measures as:

• Appointment of a person responsible for the implementation of the compliance program;
• availability of a code of ethics and official conduct of employees or anti-corruption policy of the organization;
• regular assessment of corruption risks and adjustment of the compliance program based on its results;
• creation of secure information channels for reporting cases of corruption;
• implementing mechanisms to protect employees from retaliation for reporting wrongdoing;
• conducting counterparty assessments (dewildering) and other measures.

It is noteworthy that the adopted version of the draft law differs in many respects from the initial version presented back in October 2016. For example, the first version proposed to calculate the fine for a legal entity committing a corruption offense as a percentage of its annual gross revenue (from 0.5% to 20%, with the possibility of reducing it to 0.1%). As experts noted, with such an approach the fines imposed could be biased (both upward and downward). For example, the fine imposed on Odebrecht when calculated on the basis of its revenue would have been significant

UPD . Law No. 27401, dated November 8, 2017, was officially published on December 1, 2017. It entered into force on March 2, 2018.