Growing importance of corporate compliance systems

With effect from 1 January 2026, the scope of statutory criteria that courts must take into account when imposing penalties on legal persons has been expanded. In particular, courts are now required to consider the following factors:

• whether the legal person has an effective set of preventative measures in place to ensure compliance with legal regulations (‘compliance system’) and, at the same time,
   
• whether, following any irregularity, the legal person has taken corrective measures to prevent the risk of the same or similar criminal offences being committed again.
   

A compliance system is no longer merely a tool for internal risk management but is becoming a key factor in assessing criminal liability and imposing sanctions. In practice, however, it is not merely its existence that will be decisive, but above all its actual effectiveness. This can significantly influence the type and severity of the penalty imposed and help mitigate the criminal-law consequences of unlawful conduct.

The methodology issued by the Prosecutor General’s Office, which is grounded in the principle of proportionality, continues to serve as a key interpretative benchmark. The extent and nature of compliance measures must be commensurate with the company’s size, organisational structure, number of employees, business activities, and the specific risks inherent in those activities. In other words, it is not possible to mechanically adopt ‘standardised’ compliance models and documentation; instead, companies must actively identify and assess the risks arising from their specific activities and adopt adequate measures to manage them.

In practical terms, an effective compliance system comprises, in particular, a structured risk assessment process, the adoption of internal regulations and control mechanisms, regular training of employees, the establishment of functional whistleblowing channels, continuous monitoring of the effectiveness of the measures implemented, and their periodic review and updating.
 

Conditional waiver of criminal prosecution of a legal person

A further fundamental change enters into force on 1 July 2026 with the introduction of a new procedural instrument: a conditional waiver of criminal prosecution of a legal person. This mechanism allows the matter to be resolved without the company being convicted provided that the conditions prescribed by law have been met, among which the legal person’s commitment to prepare and implement a set of preventative and corrective measures plays a key role. In more serious cases, compliance with these obligations may also be subject to review by a lawyer or auditor.

For company management, current legislative developments convey a clear message: the establishment of a compliance system is no longer a discretionary instrument but is increasingly becoming a core element of corporate protection. A properly designed, implemented and functioning compliance system may, in the event of a crisis, materially affect the outcome of criminal proceedings, and ultimately, the continuity and future viability of the company’s business activities.

In view of the new legal requirements, we therefore recommend reviewing whether existing internal processes correspond to current risks and expectations of authorities involved in criminal proceedings. In practice, it is increasingly evident that the timely implementation and ongoing monitoring of a compliance system, with the assistance of specialist consultancy, can significantly reduce both criminal and reputational risks whilst preventing the costly consequences of any potential misconduct.