Foreign Corrupt Practices Act (FCPA) is a federal statute that prohibits bribery of foreign officials and imposes accounting and internal controls requirements on certain publicly traded companies. Enacted in 1977 and codified at 15 U.S.C. §§78dd-1 et seq., the FCPA applies to U.S. issuers, domestic concerns, and, in some circumstances, foreign individuals and entities.
The FCPA consists of two main provisions. The anti-bribery provisions make it unlawful to offer, pay, promise, or authorize the payment of anything of value to a foreign official, foreign political party, party official, or candidate for foreign political office for the purpose of obtaining or retaining business or securing an improper advantage. The statute applies when the prohibited conduct involves the use of interstate commerce or otherwise falls within the statute’s jurisdictional reach. The FCPA contains limited exceptions, including for certain facilitating payments related to routine governmental actions.
The statute also includes accounting provisions applicable to issuers subject to the Securities Exchange Act of 1934. These provisions require companies to maintain accurate books and records and to implement internal accounting controls to prevent improper payments. Violations of either the anti-bribery or accounting provisions may result in civil and criminal penalties.
Although enacted by the United States, the FCPA has extraterritorial reach in some circumstances. For example, foreign individuals or companies may be subject to the statute if they engage in conduct that has sufficient connection to the United States, such as the use of U.S. banking or communication systems in furtherance of a prohibited payment.
Additional Resources:
- 15 U.S. Code § 78dd - Foreign Securities Exchanges
- 15 U.S. Code § 78dd–1 - Prohibited Foreign Trade Practices by Issuers
- CRS Report: The Foreign Corrupt Practices Act (FCPA): An Overview
- SEC Enforcement Actions: FCPA Cases
- WhiteHouse.Gov Presidential Actions Pausing FCPA and DOJ Guidelines for Investigations and Enforcement of the Foreign Corrupt Practices Act (FCPA)
[Last reviewed in March of 2026 by the Wex Definitions Team]