New Law Introduces New Responsibilities for Companies and Partnerships

The Crime and Policing Act 2026 which received Royal Assent in April 2026, brings new responsibilities to companies, expanding the obligations that the Crime and Corporate Transparency Act 2023 introduced. In the past, prosecutors have found it hard to establish that a business actually possessed criminal intent. The new Act removes this issue by allowing liability to be attributed to senior personnel.

New criminal offences will allow companies to be held liable for any offence committed by a senior manager, not just economic crime but all crimes that can be committed by a commercial entity, including regulatory breaches, health and safety breaches as well as breaches in employment law.

 A senior manager will not be defined purely by their job title and remuneration and a detailed review should be undertaken to identify who, within a firm, has the capacity to materially affect how the business operates. All aspects of a role and the responsibilities should be considered, an individual in such a role could create the means to corporate criminal liability. Such individuals as:

• Regional managers
• Divisional leaders
• Heads of departments
• Operational directors
• Senior leaders
• Also any other employee that has influence over how the firm functions

Businesses are going to have to monitor their senior employees to ensure that they are not creating breaches that could amount to criminality. They must instigate training programmes for senior manager that clearly outline how they must protect the business, particularly as a prosecution can arise even if the senior manager’s actions were not sanctioned by the business. Businesses should ensure that there is clear accountability with regard to decision making responsibilities and guidance regarding senior manager’s responsibilities and actions are outlined, as well as the potential consequences of misconduct.

It should be noted that having a robust compliance programme is not a way of avoiding liability, a business is still criminally liable if a senior manager commits an offence. Any serious breaches could result in:

• Regulatory investigations
• Criminal convictions
• Director disqualifications
• Increased costs with regard to insurance and compliance costs.
• Obstruction of justice
• Modern slavery offences
• Data protection offences
• Health and Safety offences

Any one of the above consequences would seriously impact on the reputation of any business, to extent that clients may consider ending their association with the firm. Needless to say all businesses would seek to avoid such a situation.

Giambrone and Partners’ lawyers have considerable expertise in all aspects of commercial law, we guide businesses when new law has the potential to impact on a business and also guide in avoiding inadvertent breaches due to being unaware of the impact of new legislation. Our lawyers keep businesses compliant by reviewing their contracts and alerting them to new responsibilities when they arise. We recognise the importance of ensuring that all transactions run smoothly and successful. We regularly assist our clients with commercial contracts, joint ventures, regulatory matters, partnership and shareholder agreements, mergers and acquisitions and most particularly alert our clients to new legal obligations well in advance of the date of the new responsibility.

Businesses face a range of legal issues that they encounter during their existence and frequently need professional advice and assistance to navigate the legal questions that arise. These can be general matters concerning managing everyday corporate affairs or more specific issues. Failing to recognise changes in commercial law that impacts on a business can lead to

With offices across Europe and North Africa, we can help clients across various jurisdictions and understand the implications of cross-border matters. 

The commercial lawyers at Giambrone and Partners strongly advise all businesses to review their legal position. There is a wide raft of provisions that should be regularly reviewed such as:

• Service level agreements
• Termination rights
• Renewal clauses
• Clarify intellectual property ownership
• Data protection obligations
• Confidentiality provisions
• Force majeure clauses
• Governing law and which jurisdiction applies

Giambrone and Partners can assist businesses with every aspect of commercial undertakings and ensure that they are legally sound.

Should you require further information regarding any commercial activities, please contact Giambrone and Partners.