According to Article 62(2) of the Law of Ukraine No. 1700-VII of October 14, 2014 "On the Prevention of Corruption", the adoption of an anti-corruption program is mandatory for:

• state and municipal (municipal) enterprises, business entities with state (municipal) participation above 50%, with an average headcount of more than 50 persons and gross revenue of more than UAH 70 million (approximately RUB 147 million);
• organizations participating in public procurement worth over UAH 20 million (RUB 42 million).

For the latter, the list of possible corruption prevention measures to be included in such a programme is set out in Article 63 of the Law. The approved Model Programme discloses the content of such measures and is intended to serve as a basis for developing their own anti-corruption programmes for organizations involved in large public procurements.

The document does not contain any additional reservations as to the subjects of application of the Model Program's provisions, therefore, it theoretically covers subsidiaries of foreign companies operating in Ukraine in case of their participation in public procurement.

The content of the Model Programme applies to a wide range of persons, including employees of the organization, its head, appointed officials, founders, as well as companies in respect of which the organization performs management functions. The Model Programme proclaims the principle of "zero tolerance" to corruption and provides for the development and adoption of measures to prevent, detect and combat corruption in the organization, including:

• periodic assessment of corruption risks (Methodological recommendations for such assessment were approved by the decision of the National Commission for the Prevention of Corruption on December 2, 2016, No. 126);
• adoption of a regulation on mandatory compliance with the anti-corruption program;
• training and professional development of employees on anti-corruption topics;
• approval of criteria for selecting counterparties;
• development of an anti-corruption audit procedure for contractors;
• establishment of restrictions on support for political parties and charitable activities;
• development of mechanisms for reporting corruption, ensuring confidentiality of such reports and protection of whistleblowers;
• introducing a procedure for reviewing such reports, including internal investigations and imposing disciplinary sanctions;
• approving standards of professional ethics, anti-corruption prohibitions, restrictions and obligations for employees;
• development and implementation of mechanisms for prevention and settlement of conflicts of interest;
• establishing restrictions on gift-giving;
• creation of mechanisms to monitor compliance with the anti-corruption program.

In terms of corruption risk assessment, the document stipulates the need for both internal and external (once every three years) assessment with the involvement of audit, consulting, legal organizations or independent experts.

According to the Model Program, anti-corruption clauses must be included in all employment contracts of the organization's employees and may be included in contracts with counterparties.

The anti-corruption check of counterparties is carried out by the organization's official responsible for the implementation of the anti-corruption program, submitting a report to the manager for review and final decision.

With regard to the protection of whistleblowers, the Model Program prohibits the use of disciplinary or other sanctions against whistleblowers for reporting a violation. However, the document does not provide criteria or procedures for attributing sanctions to the fact of reporting corruption or the duration of such whistleblower protection mechanisms.

According to the document, measures to resolve potential or actual conflicts of interest are to be taken by the employee's immediate supervisor, with only organizational and staff measures (removal from specific tasks, increased control over the employee's activities, transfer to another position, etc.) and no employee's refusal of personal benefits as a measure to prevent conflicts of interest.

The document also provides for a ban on gift-giving if it is related to the execution of powers or to the employee's official position and related opportunities. Receipt of gifts as hospitality, including souvenirs, food and drinks, organization of entertainment, reimbursement of transportation and accommodation expenses, is allowed within the amount established directly by the organization itself. Restrictions on the value of the gift do not apply to gifts to close relatives, publicly available discounts on goods and services, publicly available prizes, and publicly available prizes.

According to the document, in the event that facts of possible corruption offences are identified, an internal investigation may be carried out by an appropriate commission upon the decision of the head of the organization. The Model Program does not establish the procedure for the formation and work of such a commission, except for the mandatory inclusion in its composition of the person responsible for the implementation of the anti-corruption program (if the investigation is not conducted in respect of violations committed by him/her).

The document also contains provisions on the rights and obligations of the person responsible for the implementation of the anti-corruption programme in the organization, the procedure for reporting, providing explanations and consultations to employees, the procedure for control and supervision over the implementation of anti-corruption measures in the organization and making changes to its anti-corruption programme.

The practice of establishing in legislation the obligation of organizations to take anti-corruption measures already exists in certain countries. For example, the recently enacted French Law No. 2016-1691 of 9 December 2016 "On Transparency, Combating Corruption and Modernization of Economic Life" provides, inter alia, for the obligation of organizations with more than 500 employees and an annual turnover of EUR 100 million (RUB 7 billion) to take measures to prevent corruption. At the same time, the failure to comply with this obligation is punishable by the head of the organization - a natural person.

Ukrainian legislation does not provide for the imposition of any sanctions on organizations that violate the requirements of the Model Programme. A fine may be imposed only for the commission by an organization's employees of unlawful acts of corruption on behalf of or in the interests of that organization. The legislation on public procurement establishes the absence of an anti-corruption programme as a possible reason for an organization's ineligibility to participate in procurement, but the criteria and mechanisms for assessing the adequacy of the anti-corruption programme adopted by the organization are as follows