The main international conventions ratified by Argentina, relating to anti-bribery and anti-corruption, are the following:

• the Inter-American Convention Against Corruption (Law No 24,759/27,430);
• the United Nations Convention Against Corruption (Law No 26,097);
• the OECD Convention on Combating Bribery of Foreign Public Officials in International Business Transactions (Law No 25,319);
• the Mutual Assistance Collaboration Protocol in Criminal Affairs for MERCOSUR (Laws No 25,095 and 26,004); and
• the Inter-American Convention on Mutual Assistance in Criminal Affairs (Law No 26,139).

The relevant national legislation includes the following:

• the Argentine Criminal Code (Código Penal Argentino) (Law No 11,179);
• the Law on Ethics in the Exercise of Public Office (Law No 25,188);
• Law No 25,233 - Anti-Corruption Office;
• Law No 27,401 - Corporate criminal liability, particularly in cases of bribery;
• Law No 26,857 - Ethics in the exercise of public functions;
• Law No 26,683 - Financial Information Unit;
• the Inter-American Convention Against Corruption (Law No 24,759/27,430); and
• all the signed and ratified conventions.

While the core offences are largely found within the Argentine Criminal Code, additional offences and regulatory frameworks exist beyond this primary legislation.

The guidelines developed on the interpretation and application of the national anti-corruption legislation are as follows:

• the National Integrity Strategy (formerly the National Anti-Corruption Plan, from 2019 to 2023);
• agencies such as the Anti-Corruption Office (Oficina Anticorrupción), which provide recommendations and frameworks to support compliance with anti-corruption laws, including Law No 27,401;
• guidance for the creation and strengthening of integrity and transparency areas in transparency in national, provincial and municipal jurisdictions;
• the “Guide for the Ethical Exercise of the Civil Service Public Service“;
• the “Corruption and Integrity: Towards a New Preventive Approach” guidelines; and
• guidelines for the development of integrity policies in state-owned companies.

In the past 12 months, in Argentine criminal legislation,Law No 27,401 on corporate criminal liability and anti-corruption measures has seen adjustments aimed at enhancing compliance mechanisms for companies and increasing penalties for violations.

According to the Argentine legislation, bribery is defined as the offer, promise, giving, acceptance or solicitation of an undue advantage of any value (which may be of a financial or non-financial nature), directly or indirectly, and regardless of its location, in violation of the law, as an inducement or reward to a person to act or refrain from acting in connection with the performance of a person’s duties. The receipt of a bribe is an offence.

All persons exercising public functions are prohibited from receiving gifts, presents, donations, benefits, or gratuities, of services or goods, including the gratuitous transfer of the use thereof, on the occasion or in connection with the performance of their functions. It is understood that the gifts, presents, donations, benefits or gratuities have been received on the occasion of the performance of their duties which they would not have been offered if the recipient did not hold the position which they hold, except for gifts of courtesy or diplomatic custom (see Decree No 1,179/2016 and Decree No 5,013/72).

Under the Argentine Criminal Code, specifically in Article 256, the term “public official” includes anyone who participates accidentally or permanently in the exercise of public functions, whether by popular election or by appointment by a competent authority.

Employees of state-controlled companies are included in this definition, as they are considered public officials when they exercise functions on behalf of the state or in relation to public resources.

Finally, bribery of foreign public officials is also criminalised in Argentina under Law No 27,401, in the same manner described. On the other hand, bribery between private parties in a commercial transaction is not covered by the law.

Under Article 256 bis of the Argentine Criminal Code, influence-peddling is a crime punishable in Argentina that foresees the conduct of the person who, by themselves or through an intermediary, requests or receives money or any other gift, or accepts a direct or indirect promise to unduly assert their influence before a public official, so that the latter delays or fails to do something related to their functions.

An individual is also punishable who, directly or indirectly, unduly offers, promises or grants to a public official of another state or of a public international organisation, whether for their own benefit or that of a third party, sums of money or any other object of pecuniary value or other compensation such as gifts, favours, promises or advantages, in exchange for such official performing or omitting to perform an act in connection with the exercise of his or her public functions, or in order to use the influence derived from his or her position in a matter related to a transaction of an economic, financial or commercial nature (Article 258 bis of the Criminal Code).

Furthermore, Law No 27,401 also encompasses influence-peddling involving foreign public officials, criminalising acts that seek to improperly influence these officials in order to secure an advantage in international transactions. This aligns with Argentina’s international obligations to combat corruption and ensure integrity in both domestic and foreign contexts.

Argentine law recognises different types of conduct related to the inaccuracy of corporate books and records and the dissemination of false information - specifically, falsification or adulteration of documents and false balances sheets. In this regard, Argentine courts penalise the representative, administrator or controller of a commercial company that is obliged to establish private control bodies when they inform the partners or shareholders by hiding or falsifying facts that are important to assess the economic situation of the company or when they include false or incomplete data in the balance sheets, annual reports or other accounting documents (Article 309(2) of the Criminal Code). The law also punishes whoever makes in whole or in part a false document or adulterates a true one, in such a way that it may result in damage (see Article 292 of the Criminal Code).

The founder, director, administrator, liquidator or trustee of a corporation, co-operative or other collective person, who knowingly publishes, certifies or authorises a false or incomplete inventory, balance sheet, profit and loss account or the corresponding reports, minutes or memoirs, or falsely informs the assembly or meeting of partners about important facts to assess the economic situation of the company, whatever the purpose of the verification may have been, is also punishable by law (Article 300 Section 2 of the Criminal Code).

The dissemination of false information is not a crime unless it is used for the purpose of instilling public fear or inciting riot or disorder (Article 211 of the Criminal Code).

Argentine law contains several offences relating to the misappropriation and misuse of public funds by public officials, as follows.

• Misappropriation of public funds: Article 260 of the Argentine Criminal Code criminalises the misappropriation of public funds by a public official, encompassing any unlawful appropriation or use of such funds for personal gain.
• Unlawful taking of interest: Article 261 prohibit officials from obtaining personal benefits or advantages in connection with their official duties.
• Embezzlement: Article 260 criminalises unlawful use of public funds by a public official for purposes not authorised by law, resulting in financial loss to the state.
• Favouritism: Article 256 bis prohibits acts by a public official to benefit a specific individual or entity unlawfully in the exercise of their public duties, undermining fairness and equity in public administration.

The public official must not appoint relatives or friends to serve in their department, in line with the Public Official Ethics Code, sanctioned by Decree No 41/99.

These provisions reflect Argentina’s commitment to preventing corruption and ensuring accountability among public officials.

There are general provisions that penalise the intermediary according to their degree of participation in the criminal act. Primary or secondary complicity is determined based on the essential nature of the contribution. However, their liability may be excluded in case it is proven that they acted as a mere instrument without the will to commit the crime.

In addition, specific regulations are provided for. In criminal tax matters there is the clause of “acting in the place of another” which is used to determine the liability of a person who, without being the taxpayer, commits a crime on behalf of, with the help or for the benefit of a person of ideal existence, a mere de facto association or an entity that, despite not having the status of a legal entity, the regulations attribute to it the status of a taxpayer.

Likewise, with respect to money laundering, smuggling and exchange crimes, the liability of the legal entity is established when the criminal acts have been carried out in its name, with its intervention, or for the benefit of the legal entity, in which case penalties are applied to the company. Finally, there is the figure of the “de facto administrator” for the cases in which it is demonstrated that there is a person operating behind the authorities formally designated in the companies.

In Argentina, lobbying activities are not comprehensively regulated by a single national law. However, certain laws and regulations address aspects of lobbying, particularly in the context of transparency and public administration.

• Law No 27,275: this law on access to public information includes provisions that promote transparency in public decision-making processes, indirectly affecting lobbying by requiring public officials to disclose certain interactions with interest groups.
• Sector-specific regulations: various sectors, such as healthcare and energy, may have specific regulations that govern interactions between public officials and private entities, ensuring transparency and accountability.
• Provincial and municipal regulations: some of these have enacted their own lobbying regulations, outlining registration requirements for lobbyists, disclosure of lobbying activities, and the need for transparency in communications with public officials.

The maximum time limit that applies to corruption offences is the maximum term of the anticipated sentence, which may not exceed 12 years. The term is suspended while the public official remains in a public position. It is established that the official’s position must have the potential to hinder the investigation for the suspension of the statute of limitations to be applicable.

Argentine law assumes jurisdiction for crimes committed or whose effects must be produced in the territory of the Argentine nation, or in places subject to its jurisdiction.

In addition, Argentina assumes jurisdiction for crimes committed abroad by agents or employees of the Argentine authorities in the performance of their duties, as well as for the crime of international bribery committed abroad by Argentine citizens or legal entities domiciled in the Argentine Republic (Article 1 of the Criminal Code).

Argentina adopts the criminal liability of the legal person related to bribery and influence-peddling, national and transnational, negotiations incompatible with the exercise of public functions, illicit enrichment of officials and employees, aggravated false balance sheets and reports, according to Law No 27,401, which regulates the responsibility of persons and corporate entities. Individuals and companies are also subject to criminal liability for the described offences.

Finally, in cases of transformation, merger, absorption, spin-off or any other corporate modification, the liability of the legal person is transferred to the resulting or absorbing legal person.

The main defence that a legal entity may use is the statute of limitations, which is computed in six years since the crime was committed.

In relation to the directors, they can structure their defence around the delimitation of their specific competences and the delegation of tasks.

Consequently, the existence of a conflict of interest between the legal entity and the person appointed as representative is foreseen, which leads to the removal of the latter.

Finally, the legal person may allege to obtain an exemption from punishment that the human person who committed the crime acted for its exclusive benefit and without generating any benefit for the entity.

The legal entity cannot extinguish the criminal action by payment or by full reparation of the damage, which is allowed for the natural persons involved in the act.

In relation to the offences outlined previously, no minimis exceptions are contemplated in Argentina.

In relation to the offences described above, no sectors or industries are exempt.

The legal person may be exempt from penalty if they have spontaneously denounced the crime, implemented an adequate control and supervision system whose violation would have required an effort for the commission of the crime, and returned the undue benefit obtained.

The penalties for the offences described above are as follows.

• Corruption: imprisonment between ten to 15 years.
• Bribery and influence peddling: imprisonment between one to six years.
• Negotiations incompatible with the exercise of public functions: imprisonment between one to six years.
• Illicit enrichment of officials and employees: imprisonment between two to six years.
• Aggravated false balance sheets and reports: imprisonment between six months to two years.

The assessment of appropriate penalties for criminal offences is primarily governed by the Argentine Criminal Code and laws addressing specific crimes, such as corruption and financial crimes. Judges must take into account the following:

• non-compliance with internal rules and procedures;
• the number and hierarchy of officials, employees and collaborators involved in the crime;
• any lack of vigilance over the activity of the perpetrators and participants;
• the extent of the damage caused;
• the amount of money involved in the commission of the crime;
• the size, nature and economic capacity of the legal person;
• spontaneous reporting to the authorities by the legal person as a consequence of an internal detection or investigation activity;
• subsequent behaviour;
• the willingness to mitigate or repair the damage; and
• recidivism.

These guidelines, for the assessment of appropriate penalties, are in accordance with Law No 27,401.

The obligation to report only applies to those who are public officials.

Likewise, those who are legally in a position of guarantor with respect to unlawful acts committed by a legal entity or by an individual under their supervision must report the offence to avoid being held individually liable.

However, the legal person has incentives to spontaneously report a crime that it knows of because of its own internal detection and investigation activity if it intends to obtain a penalty exemption.

Enforcement bodies do create incentives for companies and individuals to engage in voluntary self-disclosure of potential violations of anti-bribery and anti-corruption provisions. Key aspects include the following.

• Law No 27,401: this law encourages voluntary self-disclosure by offering potential benefits such as reduced penalties for companies that come forward with information about their own violations. Self-disclosure may lead to more lenient treatment during investigations.
• Co-operation benefits: the Public Prosecutor’s Office may offer incentives for co-operation, including plea agreements or the possibility of reduced sanctions if the disclosing party provides substantial assistance in investigating broader corruption cases.
• Corporate compliance programmes: implementation of these can positively influence enforcement outcomes. Companies that proactively address potential violations and disclose them may receive more favourable treatment, as it demonstrates a commitment to ethical conduct.
• Judicial guidance: courts and prosecutors have indicated through various rulings that voluntary disclosure can mitigate consequences, encouraging entities to take responsibility for their actions.

The self-disclosure process for potential violations of anti-bribery and anti-corruption provisions typically involves the following steps.

• Internal investigation: companies should conduct an internal investigation to gather facts and assess the extent of the potential violation. This includes reviewing documentation and interviewing relevant personnel.
• Preparation of disclosure: once the investigation is complete, the company prepares a comprehensive disclosure report outlining the findings, the nature of the violation, and any steps taken to rectify the situation. This report should be thorough and transparent.
• Submission to authorities: the company submits the disclosure report to the relevant enforcement body, which is usually the Public Prosecutor’s Office (Ministerio Público Fiscal). This can be done formally by written communication, ensuring that all necessary documentation is included.
• Co-operation: upon submission, the company may offer to co-operate with the authorities by providing additional information or access to witnesses. This willingness to co-operate can be a critical factor in obtaining leniency.
• Follow-up: after submission, companies may need to engage in further discussions or negotiations with the authorities regarding the implications of the disclosure, potential penalties, and any compliance measures to be implemented moving forward.
• Legal representation: it is advisable for companies to engage legal counsel experienced in compliance and anti-corruption matters to navigate the self-disclosure process effectively and ensure that their rights are protected.

If necessary, appropriate and special protective measures (eg, change of identity, police custody, relocation) must be taken to safeguard the life and physical integrity of the whistle-blower and his or her family, according to Law No 27,319.

To this end, the National Program for the Protection of Witnesses and Defendants was established to guarantee the physical and psychological integrity of all those persons who collaborate in federal cases. In the same sense, the extent of protection is left to the discretion of the courts. Such measures are applicable even after the case has concluded. It is also imperative in the law to keep the informant’s identity confidential.

There are economic compensations for informants/whistle-blowers, according to Law No 27,319. The compensation regime establishes that, for the provision of information of relative relevance:

• a sum of money not exceeding the equivalent of 1.5 minimum vital and movable wages will be paid;
• a sum of money equivalent to the value between 1.5 minimum vital and movable wages, up to seven minimum vital and movable wages will be paid;
• a sum of money equivalent to the value between seven minimum vital and movable wages up to 23 minimum vital and movable wages will be paid; and
• a sum of money equivalent to the value between 23 minimum vital and movable wages up to 57 minimum vital and movable wages will be paid (see Resolution 917-E/2017).

In criminal matters, there is the figure of forfeiture with respect to assets that are proven to be the proceeds of an illegal act.

Likewise, the regulations provide for the initiation of a patrimonial investigation at the beginning of the initiation of the case as a way of safeguarding the assets of presumed illicit origin (see Article 23 of the Penal Code).

In a similar vein, a special civil forfeiture of ownership regime was established in Decree No 62/2019.

This process must be carried out before the federal, civil and commercial courts when the origin of the assets cannot be reliably demonstrated and they are suspected to be the result of a criminal action (see Law No 26.994, Article 1907).

For the offences listed, the enforcement bodies are the Argentinian courts for criminal sanctions, and the Anti-Corruption Office for administrative sanctions; and these entail the prevention and investigation of those conducts that, within the scope established by the Argentine law, are considered as falling within the scope of the Inter-American Convention against Corruption (approved by Law No 24,759), the United Nations Convention against Corruption (approved by Law No 26,097), the Convention against Corruption (approved by Law No 26,097), and the Convention on Combating Bribery of Foreign Public Officials in International Commercial Transactions (approved by Law 25.319). The scope of application covers the National Public Administration, both centralised and decentralised.

The jurisdictional reach of enforcement bodies concerning anti-bribery and anti-corruption laws extends to the following.

• The Public Prosecutor’s Office (Ministerio Público Fiscal): this body has broad jurisdiction to investigate and prosecute corruption-related offences, including those involving public officials and corporate entities. Its authority extends across all provinces and territories of Argentina.
• The federal courts for (certain corruption cases): these courts handle cases with national significance and have the authority to apply federal legislation, including anti-corruption laws.
• The provincial courts: for offences that do not involve federal jurisdiction. Each province has its own judicial system to address corruption and related crimes.
• International jurisdiction: Argentine law also allows for the prosecution of certain offences that occur outside the national territory if they involve Argentine nationals or interests. This reflects Argentina’s commitment to international anti-corruption standards.
• Regulatory agencies: additional bodies, such as the Anti-Corruption Office (Oficina Anticorrupción), play a role in oversight and can collaborate with the Public Prosecutor’s Office to investigate and address corruption.

Overall, the jurisdictional scope of these bodies has both national and international dimensions, reflecting a comprehensive approach to combating corruption.

The legal person and the Public Prosecutor’s Office may enter into an effective collaboration agreement, by means of which the former is obliged to co-operate through the disclosure of precise, useful, and verifiable information or data for the clarification of the facts, the identification of the perpetrators or participants or the recovery of the proceeds or profits of the crime, as well as compliance. Judicial approval is required for these to be accomplished.

• Mitigating factors:
1. voluntary self-disclosure: under Law No 27,401;
2. co-operation with the authorities: with ongoing investigations, providing evidence or assistance could result in lighter sanctions or deferred prosecution agreements; and
3. remediation efforts: a company demonstrating that it has taken substantial steps to correct misconduct, such as implementing enhanced compliance measures, could be considered a mitigating factor.
• Aggravating factors:
1. delayed reporting;
2. repeat offences; and
3. severity of the offence

The most relevant investigation into corruption in recent times was that of the “los cuadernos” case. This is a recognised case of corruption that was subdivided into several different cases, where different sections of the systematic manoeuvre of state corruption were investigated (in public works, in tenders, in the sale of land, etc). This investigation is still ongoing. Part of it was brought to trial, another is still being investigated. The corruption matrix discovered here was also related to other transnational cases of corruption such as that of “Odebrecht”; and that gave the Argentine investigation important international significance. Historic sentences are expected in this case against the main defendants, some of which have already been delivered.

The level of sanctions is broad: actual and preventive prison, and house detention in the majority of cases. The sanctions range from three years to 15 years of prison for individuals. For companies, the sanctions impose the dissolution of the company involved in the manoeuvre.

Law No 27,401 establishes duties for companies to implement compliance programmes aimed at preventing corruption. Key duties are outlined below.

Duties to Prevent Corruption

• Adoption of a code of conduct: companies are required to establish and disseminate a code of conduct that sets forth ethical standards and expectations for employee behaviour, particularly regarding anti-corruption.
• Internal reporting mechanisms: businesses must implement internal warning systems or whistleblower mechanisms to allow employees to report suspected violations confidentially and without fear of retaliation.
• Risk mapping: companies are expected to conduct regular risk assessments to identify and evaluate potential vulnerabilities to corruption within their operations, particularly in areas with high exposure to bribery.
• Training and awareness: regular training sessions must be provided for employees, particularly those in high-risk positions, to educate them about compliance, ethical behaviour, and the implications of bribery and corruption.
• Monitoring and auditing: ongoing monitoring and auditing of compliance programmes are necessary to ensure their effectiveness and to identify any potential breaches or areas for improvement.

Failure to Prevent Bribery

• Under Law No 27,401, the failure to implement adequate compliance measures can lead to liability for companies, especially if bribery occurs within their operations. While the law does not specifically criminalise the failure to prevent bribery as a standalone offence, companies can face legal consequences if they lack an effective compliance programme, which may result in increased penalties if a violation is discovered.

Penalties for Violations (Law No 27,401)

• Fines.
• Suspension of Activities.
• Reputational damage – beyond legal penalties, companies may suffer reputational harm, impacting their business relationships and market position.

The following enforcement bodies in Argentina provide guidelines regarding expectations and best practices for compliance programmes, particularly in relation to anti-corruption measures.

• The Public Prosecutor’s Office: guidance on the necessary components of effective compliance programmes, emphasising the importance of a comprehensive approach that includes risk assessment, training, monitoring, and reporting mechanisms.
• The Anti-Corruption Office: this body publishes recommendations and frameworks for companies to follow, for establishing and maintaining compliance programmes (Code of Conduct, Risk Assessment, Training Programmes, Reporting Mechanisms, Monitoring and Evaluation, Collaboration with Private Sector, International Standards).

These guidelines serve to help companies understand their responsibilities under the law and provide a roadmap for establishing robust compliance programmes that can mitigate the risks of corruption and foster a culture of integrity.

Enforcement bodies have the option to seek a compliance monitor as part of corporate resolutions in cases involving violations of anti-corruption laws.

Role of a Compliance Monitor

• Oversight and evaluation: a compliance monitor is appointed to oversee the implementation of a compliance programme within a company that has been found to have engaged in corrupt practices.
• Independence: the monitor is typically an independent third party with expertise in compliance and anti-corruption practices.
• Reporting: the monitor is responsible for providing regular reports to the enforcement bodies, detailing the company’s progress in implementing compliance measures, any areas of concern, and recommendations for improvement.

Process for Appointment

• Part of settlement agreements: the appointment of a compliance monitor is often included in settlement agreements or deferred prosecution agreements reached between the company and enforcement bodies.
• Duration and scope: this can vary depending on the severity of the violations and the company’s compliance history. The enforcement body typically outlines specific objectives and timelines for the monitor’s work.
• Follow-up evaluations: the enforcement body may evaluate the company’s compliance culture and the effectiveness of the implemented measures. Depending on the results, further actions may be taken, including extending the monitor’s role or additional penalties if necessary.

Argentina has been formally assessed by the International Financial Action Task Force (GAFI), which indicates the importance of improving mechanisms to detect the final beneficiary hidden behind legal entities. On the other hand, the Organisation for Economic Co-operation and Development (OECD), based on the Punta del Este Declaration, highlights the efforts of Argentina in its use of advanced IT tools by the agencies to select cases for audit and the results obtained.

Argentina has dropped in international anti-corruption rankings. Therefore, it is unlikely that changes will be made to the current legislation or the enforcement body in the foreseeable future. However, the country has been gradually adapting its regulations to the international conventions on the matter, as a result of which certain modifications are foreseeable. Specifically, a bill to eliminate the statute of limitations related to corruption offences is currently in parliamentary debate. In addition, the creation of a specialised Prosecutor’s Office for the Extinction of Ownership under the orbit of the Public Prosecutor’s Office has been anticipated since 2019, but is yet to be fully realised.