Course Overview
Section 17A of the MACC Act 2009 introduces corporate liability for corruption offences committed by employees or associated persons. It shifts the focus from individual wrongdoing to the responsibility of the company as a whole.
This one-day course equips participants with a clear understanding of what the law requires and how to respond. Through real examples, contract drafting sessions, and group discussions, this course focuses on building internal measures, recognising risk areas, and ensuring contracts and procedures support compliance with anti-bribery obligations.
Awarded by: Brickfields Asia College
Duration: 1 Day
Study mode: Face-to-Face
Intakes: Once or Twice a year
Course Fees: RM1,800
By the end of this course, participants will be able to:
- Appreciate the scope, intent and application of Section 17A of the MACC Act 2009
- Identify how liability arises and who may be liable under the corporate liability framework
- Apply the T.R.U.S.T. framework to evaluate companywide compliance
- Review and draft contract clauses that include anti-bribery and anti-corruption provisions
- Analyse and assess legal exposure
- Propose mitigation or response strategies
Who should attend?
- Compliance Officers
- Legal Executives & Company Secretaries
- Risk & Internal Audit Staff
- Procurement & Supply Chain Managers
- Finance Personnel involved in approvals or disbursements
Course Modules
Module 1: From Pre-MACC to Section 17A – How the Law Evolved
- Key features and limitations of the Anti-Corruption Act 1997
Why the MACC Act 2009 was enacted — addressing enforcement gaps and aligning with global practices - International drivers behind Section 17A — corporate liability and accountability
- Section 17A’s legal impact: from individual culpability to corporate responsibility
Module 2: Understanding “Adequate Procedures” – The T.R.U.S.T. Framework in Action
- Introduction to the five TRUST pillars under the Guidelines
- Translating each TRUST component into actual company policy and practice
- Internal self-assessment: identifying where the organisation sits (reactive, compliant, or strategic)
- Recognising the difference between genuine implementation and cosmetic compliance
Module 3: Legal Readiness – Reviewing Documentation for Section 17A Defence
- Purpose of a legal review: assessing whether documentation supports a credible Section 17A defence
- What Legal should focus on:
- Internal policies and governance aligned with the T.R.U.S.T. framework
- Contractual clauses: anti-bribery terms, audit access, termination triggers
- Consistency and accessibility of documentation in the event of enforcement
- Red flags in documentation that may weaken the company’s legal position
Module 4: When Bribery Still Happens – Legal Exposure and ESG Fallout
- Case examples: prosecution despite presence of procedures
- Legal implications: burden of proof, thresholds for the “adequate procedures” defence
- ESG consequences: reputational harm, investor reaction, stakeholder loss of confidence
- Mapping the fallout: regulators, banks, shareholders, media, business partners
- International Case Walkthrough: Glencore, McKinsey, Petrobras — legal and ESG lessons
Module 5: Setting the Risk Baseline – Contracts, Third Parties and Flow-Down Obligations
- Contracts as compliance tools — how legal terms support anti-corruption controls
- Managing exposure through proper drafting of flow-down obligations to agents, consultants, subcontractors
- Key areas of contractual vulnerability in supply chains and services
- Identifying gaps in contracting processes that elevate risk under Section 17A
- Practical Discussion: Risk points in current contracting practices
Module 6: Drafting Defensible Anti-Corruption Clauses
- Anti-bribery representations and warranties: what must be included
- Audit rights and access to information: ensuring enforceability
- Termination for corruption: linking evidence, breach, and proportionality
- Ensuring boilerplate clauses hold up under investigation
TRAINER
KAREN DAWSON
Legal Consultant & Trainer
About the Trainer
Karen Dawson possesses extensive experience and talent in the field of legal consultancy and training. With over two decades of expertise, Ms. Dawson has built a successful personal brand as a highly competent and driven professional, specialising in commercial contracts, oil & gas law, and mergers & acquisitions.
Over the course of her illustrious career, she has held notable positions such as the Vice President of the Legal Department under the Energy & Utilities Division of Sime Darby Berhad, and provided contracting advice for multi-billion dollar projects in civil construction, such as the Bakun Dam Project.
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