Anti-Bribery & Corruption — Module 2 of 4

Grease

When a $2,000 payment could save the company £50,000 — but cost it everything.

Your Role

Alexa Reeves

Compliance Manager, Meridian Engineering

Three months since the Wimbledon hospitality incident. Your credibility with the board is growing. Now Ghana is about to test everything you've built.

Meridian Engineering won a £2.4M subcontract for structural works in Accra, Ghana — its first major West African project.

Structural steel and specialist equipment has been stuck at Tema Port for 3 weeks. The port cites 'incomplete documentation' but won't specify what.

Project is 12 days behind. Liquidated damages of £8,500/day start Monday. Meridian's ABC policy forbids bribery — but says nothing about facilitation payments.

Before You Start

How This Works

This is a choose-your-own-adventure scenario. You'll face real decisions — and your choices shape how the story unfolds.

+3 Best practice — the response a compliance expert would choose

+1 Reasonable but incomplete — you're on the right track

−2 Risky or non-compliant — learn why this path creates problems

Tip: Highlighted text like Section 6 is clickable — tap to read the legal reference in full.

Wednesday, 3:47 PM GMT

Narrator

Your desk phone rings. Caller ID: +233 — Ghana. It's Kofi Mensah, from the Accra site office.

Kofi Mensah

Alexa, the shipment still hasn't cleared. Three weeks. They keep saying the documentation is incomplete, but they won't tell me what's missing.

Kofi Mensah

The customs officer — a man called Adjei — took me aside. He said, very politely, that for a 'processing fee' of two thousand dollars, the shipment would clear tomorrow morning.

Kofi Mensah

I've worked logistics in West Africa for twelve years. Every company pays this. The ones that don't? Their equipment rusts at the port. Can we pay it? If not, I need a Plan B, fast.

Portrait of Alexa Reeves, Compliance Manager

4 DAYS UNTIL LDS BEGIN · £8,500/DAY

Wednesday, 4:05 PM. Kofi is waiting on the line. The maths: $2,000 now, or £8,500/day starting Monday — potentially £50,000+ in LDs if the delay extends. Meridian's ABC policy forbids bribery but doesn't mention facilitation payments. The UK Bribery Act is stricter than most — but with Kofi's voice in your ear and the clock running, the pressure to 'find a way' is real.

What do you advise Kofi?

Your choice

Refuse the payment. Escalate formally.

Instruct Kofi to refuse, document the demand in writing (date, time, exact words, official's name), report to the British High Commission commercial team in Accra, and engage a licensed Ghanaian customs broker. Under s.6 of the Bribery Act, paying a foreign public official to obtain a business advantage is criminal — even if small and 'routine'.

Your choice

Ask Kofi to verify if it's a legitimate fee.

Tell Kofi to ask whether the $2,000 is a formal government charge with an official Ghana Revenue Authority receipt. If legitimate, Meridian can pay through proper channels. If no receipt, refuse. This buys time without authorising a payment.

Your choice

Approve the payment as a facilitation fee.

Authorise Kofi to pay the $2,000. It's a small amount for routine government action — customs clearance — and the commercial cost of refusal far exceeds the payment. Many companies treat facilitation payments as the cost of doing business in challenging markets. Record as 'port handling fees'.

Wednesday, 4:20 PM GMT +3

You

Kofi, we can't pay this. Under UK law, there's no exemption for facilitation payments. It doesn't matter that it's two thousand dollars — it's a criminal offence.

Kofi Mensah

I understand the law, Alexa. But laws don't move shipping containers. What's the plan?

You

Three things. First, document the demand — date, time, exact words, the official's name. Second, I'm going to contact the British High Commission's commercial team in Accra. Third, can you get me the name of a reputable customs broker? Someone local who knows the system.

Kofi Mensah

I know a broker. Yaw Boateng — he's handled clearances for Vinci and Skanska. He's not cheap, but he's legitimate. I'll send you his details.

You

Good. And Kofi — thank you for calling me first. A lot of people wouldn't have.

Kofi Mensah

I've seen what happens when people don't call first. It doesn't end well.

Why UK Law Is Absolute on This

Section 6 of the Bribery Act criminalises paying a foreign public official to obtain or retain a business advantage. Unlike the US Foreign Corrupt Practices Act, the UK Act contains no exemption for facilitation payments — not for small amounts, not for 'routine governmental action'. The MoJ Guidance expects companies to have policies aimed at eliminating facilitation payments.

Wednesday, 5:15 PM GMT +1

You

Kofi, before we do anything, I need you to ask the customs official one question: can you get an official government receipt for this payment? Issued by the Ghana Revenue Authority, with a reference number?

Kofi Mensah

Alexa, I know what you're doing. You're trying to find out if it's a real fee or a bribe. I can tell you right now — there's no receipt. There never is.

You

Then we can't pay it. But I need you to ask formally, so we have a record of the response.

Kofi Mensah

Fine. I'll ask. But when he says no — and he will say no — what's the plan?

Due Diligence — Necessary but Not Sufficient

Asking for a receipt is good practice, but s.1 of the Bribery Act doesn't require you to investigate before refusing — the request itself, as described by Kofi, strongly indicates a bribe. The 'receipt test' builds documentation but shouldn't delay the fundamental decision to refuse. You've gathered evidence, but haven't yet resolved the situation.

Thursday, 9:00 AM GMT −2

You

Kofi, go ahead and pay the two thousand. Record it as port handling fees in the project accounts. Let's get the shipment moving.

Kofi Mensah

Are you sure? I want you to be very clear about this, Alexa. I'm not going to be the one holding the bag if someone asks questions.

You

I'm sure. The commercial exposure is fifty thousand plus. Two thousand to make it go away is a business decision.

Kofi Mensah

It's your call. I'll handle it. But Alexa — I want this in writing. An email from you authorising the payment.

No Safe Harbour for Facilitation Payments

You've authorised a payment to a foreign public official in exchange for a business advantage. Under s.6, this is a criminal offence carrying up to 10 years' imprisonment and unlimited fines — for you personally, and for Meridian under s.7. Recording it as 'port handling fees' compounds the problem: it's potential fraud as well as bribery. And Kofi — wisely — has asked for written authorisation. There's now a document trail leading directly to you.

Thursday, 11:30 AM GMT

The Pressure Mounts

It's Thursday morning. The shipment is still at Tema Port. Liquidated damages begin Monday — four days away.

You've just received a calendar invite from Sarah Park, Operations Director: "Urgent — Ghana project delay. My office. 12:00." The subject line is in red.

You check the project file. The main contractor has sent a formal notice of delay, referencing clause 8.3 of the subcontract. The clock is now contractual, not just operational. If the equipment isn't on site by Friday of next week, Meridian faces not only LDs but a potential termination for default.

Your phone buzzes. A text from Kofi: "Adjei came by the site office this morning. Asked if we'd made a decision about the processing fee. He was very polite. He's always very polite."

Portrait of Sarah Park, Operations Director

Thursday, 12:00 PM GMT

Narrator

Sarah Park is standing behind her desk when you arrive. She doesn't sit down.

Sarah Park

Alexa, I've just had the MD on the phone. He's had the main contractor on the phone. They're talking about termination for default. Do you understand what that means for this company?

You

I understand the commercial position, Sarah.

Sarah Park

Good. Then help me understand the compliance position. Because right now, the compliance position is costing us eight and a half thousand pounds a day. Starting Monday.

You

The customs official in Accra is demanding a payment. Under the Bribery Act—

Sarah Park

I don't need a lecture on the Bribery Act, Alexa. I need a solution. We're looking at fifty thousand plus in LDs, potential termination of a two-point-four million pound contract, and reputational damage with the main contractor we can't put a number on.

Sarah Park

I'm not telling you to pay anyone anything. I'm telling you: find a way. That's what compliance is for, isn't it? Finding ways to do business without breaking the law?

Activity — Classify the Payment

Before advising Sarah, anchor your thinking. For each scenario, select the most accurate compliance classification.

A. A $50 cash payment to a port official for a receipted "expedited handling fee" listed on the published port schedule.

B. A supplier offers dinner for two at a restaurant one week before a tender closes.

C. A long-standing partner sends two £180 trade-fair tickets — they are declared in advance, but your team is currently pricing a renewal contract with that partner.

D. An agent\'s retainer invoice quotes a "success fee" equal to 12% of contract value — two to three times industry norm for the region.

E. A prospective client in a high-risk jurisdiction pays for a £22/head team lunch at an industry conference, while their procurement team evaluates your proposal.

Sarah is watching you. She hasn't sat down. The project file is open on her desk — the main contractor's delay notice, the LD schedule, the termination clause. She's right that compliance isn't just about saying no. She's also applying pressure that, if the payment were subsequently made, could implicate her under s.7. But she hasn't told you to pay. She's too smart for that.

How do you respond to Sarah?

Your choice

Hold the line. Present the legal exposure.

Explain clearly: paying the customs demand exposes Meridian to criminal prosecution under s.6 (up to 10 years' imprisonment, unlimited fines). Propose legitimate alternatives — licensed customs broker, British High Commission engagement, direct escalation to Ghana's port authority. Slower but defensible. Under s.7, without adequate procedures, Meridian faces unlimited fines.

Your choice

Escalate to the CFO. This is above your grade.

Tell Sarah this is a board-level risk decision. Commercial exposure (£50,000+ LDs) vs. criminal exposure (unlimited fines, 10yr prison) needs weighing by someone with authority to accept corporate risk. Request emergency meeting with CFO Helen Carr before close of business.

Your choice

Tell Sarah you'll 'look into options.'

Buy time. Don't authorise the payment, but don't explicitly refuse. Tell Sarah you're exploring alternative channels and will update her by end of day Friday. Hope the customs broker or High Commission route resolves it before you have to make a harder decision.

Thursday, 12:25 PM GMT +3

You

Sarah, I hear you on the commercial exposure. Let me give you the other side. Section 6 of the Bribery Act: paying a foreign public official to obtain a business advantage. Ten years' imprisonment. Unlimited fines. Not theoretical — the SFO prosecuted Petrofac for exactly this in 2021. £77 million.

Sarah Park

Petrofac was paying millions in bribes. This is two thousand dollars.

You

The Act doesn't have a minimum threshold. And there's a corporate offence — Section 7, failure to prevent bribery. If someone at Meridian pays this, and we can't show adequate procedures, the company is criminally liable.

Sarah Park

So what do you propose? Because 'don't pay' isn't a solution, it's a problem.

You

I've asked Kofi to engage Yaw Boateng — a customs broker who's handled clearances for Vinci and Skanska. I'm also contacting the British High Commission commercial team. And I want to write formally to the Ghana Revenue Authority's Customs Division requesting clarification on the hold. Boateng says 5-7 working days if documentation is genuinely in order.

Sarah Park

That's another forty to sixty thousand in LDs, Alexa.

You

It's forty to sixty thousand in LDs versus a potential criminal prosecution, debarment from public contracts, and a conviction that follows Meridian for decades. I know which number is bigger.

Section 7 — The Corporate Offence

Section 7 creates a strict liability offence: if a person associated with a commercial organisation bribes another person intending to obtain or retain business for the organisation, the organisation is guilty — unless it can prove it had adequate procedures to prevent bribery. Meridian's exposure isn't limited to whoever makes the payment. Adequate procedures are your shield. Without them, you're exposed.

Thursday, 2:30 PM GMT +1

You

Sarah, I think this decision needs to go to Helen. Commercial exposure and criminal exposure are both significant. This is a board-level risk call.

Sarah Park

You want me to tell the CFO that compliance can't give me a clear answer on a two-thousand-dollar payment?

You

I can give you a clear answer: the payment is illegal under UK law. What I can't do is unilaterally accept fifty thousand pounds in commercial losses. That's a decision for someone with budget authority.

Sarah Park

Fine. I'll set up the call. But Alexa — Helen is going to ask you the same question I'm asking. Have a better answer ready.

Governance vs. Leadership

Escalation is procedurally sound — commercial decisions of this magnitude should involve senior leadership. But you've missed an opportunity to lead. s.7 adequate procedures requires the right people making the right decisions at the right level. If Meridian's ABC policy clearly covered facilitation payments with an escalation protocol and pre-approved alternatives, this conversation wouldn't be happening in Sarah's office at noon on a Thursday.

Thursday, 12:20 PM GMT −1

You

Sarah, I'm looking into options. I'll have an update for you by end of day Friday.

Sarah Park

Friday? Alexa, LDs start Monday. I need an answer today, not a status update on Friday.

You

I understand the urgency. I'm exploring alternative channels to clear the shipment without—

Sarah Park

Without what? Without paying? Alexa, I asked you to find a way. If you can't, tell me now so I can find someone who can.

The Cost of Ambiguity

Compliance officers who fail to give clear guidance create the conditions for non-compliance. If you don't say 'no', someone else may say 'yes'. Under s.7, the company's defence depends on adequate procedures — which includes clear, timely decision-making by the people responsible for compliance. A non-answer from the Compliance Manager is not an adequate procedure. It's an absence of one.

The following Wednesday

Cleared the legitimate way

The customs broker, Yaw Boateng, secured clearance in five working days. The 'missing documentation' turned out to be a classification code the port authority had changed six months earlier. The original paperwork was fine — it just needed the updated code.

Cost of the legitimate route: £12,000 broker fees + £42,500 in LDs = £54,500.

Equipment is on site. Project back on track. Sarah hasn't thanked you, but hasn't complained either. The MD called it "handled well, considering".

But the incident exposed something: Meridian has no clear policy on facilitation payments, no pre-approved channels, no customs broker on retainer. Every time this happens — and it will — it'll be another crisis.

Activity — Consequence Chain

Before revealing each stage, predict the outcome. Your prediction is scored — no free reveals.

Pay the official

Stage 1 — predict:

Stage 2

Stage 3

Refuse the payment

Stage 1 — predict:

Stage 2

Stage 3

The following Wednesday, 3:00 PM. The crisis is over. The question now: do you turn this incident into systemic improvement — or file the report and move on? The MD's comment gives you political cover to propose changes. But policy work takes time, and there are three other compliance matters on your desk.

What do you recommend to prevent this from happening again?

Your choice

Draft a comprehensive facilitation payments policy.

Standalone policy with: (1) clear prohibition with no exceptions, (2) pre-approved emergency protocols including customs broker retainer per country, (3) mandatory reporting of all demands within 24 hours, (4) embassy contact list per jurisdiction, (5) quarterly review of high-risk country operations. Scenario-based training for all international staff. Board within 30 days.

Your choice

Update the annual ABC training and circulate guidance.

Add a facilitation payments module to the annual training deck. Circulate the SFO's published position to all country managers. Update the ABC policy to explicitly mention facilitation payments as prohibited. Addresses the gap without a major policy overhaul.

Your choice

File the incident report and move on.

The system worked. You refused the payment. The equipment cleared through legitimate channels. Document what happened, close the file, and turn your attention to the three other compliance matters on your desk. If it happens again, you'll handle it the same way.

Two weeks later +3

Narrator

Alexa drafts the Facilitation Payments Policy over the following two weeks. 14 pages, with appendices covering 6 countries where Meridian operates or is tendering.

You

The policy has five pillars: prohibition, pre-approved alternatives, mandatory reporting, country-specific protocols, quarterly review. I'm proposing a customs broker retainer in Ghana, Nigeria, and Kenya — approximately £8,000 per year per jurisdiction.

Sarah Park

Twenty-four thousand a year for customs brokers?

You

The Ghana incident cost us fifty-four thousand in five days, Sarah. A retainer means the broker is already engaged when the next shipment arrives. No delay, no scramble, no Thursday meetings.

Sarah Park

Put it in the board paper. I'll support it.

Adequate Procedures — The Six Principles

The MoJ Guidance sets six principles for adequate procedures under s.7: proportionate procedures, top-level commitment, risk assessment, due diligence, communication/training, monitoring/review. Your policy addresses all six. The customs broker retainer is proportionate. Board approval demonstrates top-level commitment. Country-specific protocols show risk assessment. Quarterly review ensures monitoring. This is what defensible compliance looks like.

Three weeks later +1

Narrator

Alexa updates the ABC training module to include a section on facilitation payments and emails the SFO's published position to all country managers.

Kofi Mensah

Alexa, I read the SFO guidance you sent. It's useful — but it doesn't tell me what to do next time a customs official asks for money. Do I call you? Do I call a broker? Who's paying for the broker?

You

Call me. Same as this time.

Kofi Mensah

And if it's a Friday afternoon and you're not answering your phone?

Training vs. Procedures

Training is one of the MoJ's six principles for adequate procedures — but only one. Without operational protocols (who to call, pre-approved alternatives, budget authority), training creates awareness without enabling compliance. The SFO has stated it will consider the adequacy of a company's procedures when deciding whether to prosecute. A company that trained its staff but gave them no practical tools to refuse facilitation payments would struggle to argue its procedures were 'adequate'.

Six months later −2

Narrator

Alexa files the incident report. It's thorough: dates, amounts, the customs official's exact words, the resolution through the customs broker. The report is saved to the compliance drive and marked 'closed'.

Narrator

Six months later, Meridian's site team in Lagos, Nigeria, faces an identical situation. Equipment held at Apapa Port. A 'facilitation fee' of $3,500 requested. The site manager — hired three months ago, never briefed on the Ghana incident — pays it out of petty cash and records it as 'port handling charges'. He doesn't report it because there's no policy telling him to.

Narrator

Two months after that, the same official asks for $7,000. The site manager pays again. Then $12,000. By the time anyone in London notices, there are four payments totalling $26,500 buried in the project accounts.

The System Is the Defence

Section 7 creates a corporate offence of failure to prevent bribery. The only defence is proving 'adequate procedures'. An incident report without follow-up action is not a procedure — it's evidence that you knew the risk existed and chose not to address it systemically. The MoJ Guidance is clear: adequate procedures must be 'clear, practical, accessible, effectively implemented and enforced'. A policy that exists only in the Compliance Manager's head fails on every count.

Case Outcome

The $2,000 Question

The $2,000 payment request at Tema Port tested more than your knowledge of Section 6. It tested whether you could hold the line under commercial pressure, propose practical alternatives, and — most importantly — turn a crisis into systemic change.

Your Result

/ 9

Your Decisions

Key Lessons

1. The UK Bribery Act has no exemption for facilitation payments. A $2,000 payment to a foreign public official is an offence — there is no safe de minimis threshold.

2. Effective compliance doesn't just say no — it proposes practical alternatives (customs broker, embassy engagement, formal correspondence) that let the business keep moving lawfully.

3. Section 7 holds the company strictly liable for bribery by associated persons. Adequate procedures are the only defence — and 'adequate' means real, enforced, operational.

4. A pre-approved customs broker retainer is worth 10x its cost. Infrastructure prevents the next crisis; incident reports don't.

Key Legal References

Section 1

Bribing another person

Section 6

Bribing foreign officials

Section 7

Failure to prevent

MoJ Guidance

Facilitation payments

MoJ Six Principles

Adequate procedures

SFO Position

Prosecution approach

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Module 3 of 4

Next: Tender

A whistleblower reports undeclared gifts to an evaluation panel member from a shortlisted supplier during a live £2.8M procurement.

Continue to Module 3 →