NEW REGULATIONS AND STANDARDS BRING ABOUT ENHANCED CORPORATE COMPLIANCE

Guatemala November, 2016.  New ISO 37001 and new mandatory regulations on Corporate Compliance for Banks and Financial institutions strengthen “Soft Rules” on Corporate Compliance.  Monetary Board´s Rule JM 62-2016 determines that by February of 2018 all Banks and Financial Institutions must submit a compliance program to the Bank Superintendence.  The compliance program requires a mandatory manual designed by each institution that will be made public through the web (“Manual”).   The Manual will outline the compliance program for Banks and Financial Institutions and must address, as a minimum, the appointment of a semi-external director, a separate auditing committee, internal rules regarding Board decision making, and rules regarding third party relationships, conflicts of interest and client relationships, among other things.    At the same time ISO rule 37001, recently approved, will probably become a floor on best practices for anticorruption management systems.  Corporate Compliance experts agree that this rule brings together minimum principles and although it formally deals with best management practices for anti-bribery, it outlines best practices on internal policies and communication, business partners, and management standards that coexist with other standards.     In addition to this, enhanced penalties and criminal activities brought in 2012 through an “anticorruption law” together with recent accusations over graft, illegal campaign financing, money laundering as accessory to other crimes and tax fraud in complicity with tax authorities, have created waves of discussion regarding the role and responsibilities of company executives and board members.   The breadth of some of these crimes together with changing legislation over the responsibilities of a company and its executives, including fiduciary duties that were limited until recently to civil liability, have brought new light to the role of management and the need to address corporate compliance as a top priority issue.   In our view, the fact that these norms are either voluntary rules or geared to specific business sectors will not prevent them from becoming “soft laws” a new concept that makes them not directly binding but indirectly enforceable as companies become liable to behave up the generally accepted principles, brought in by modifications to the Criminal Code that now contemplates concepts of responsibility deriving from authorizations and consent, in addition to omissions in supervision and control.

QIL+4 Abogados (link al area de compliance)  participated in the discussions and approval of ISO37001 and is actively involved in compliance assessment and auditing on a rapidly changing environment.  Please contact compliance@qil4.com or jquinones@qil4.com