1. "Approaching Anti-corruption Legislation: Threat Assessments & Mitigation Strategies" Peerapan Tungsuwan Date: March 2, 2011 Venue: Four Seasons Hotel Bangkok

2. 2 Strict Liability Corporate Offence under UK Bribery Act –Strict Liability offence can be committed by a relevant commercial organisation where a person associated with the relevant commercial organisation (RCO) bribes another person intending: –To obtain or retain business for the RCO; or –To obtain or retain a business advantage in the conduct of business for the RCO. –Defence for the RCO to prove that it had adequate procedures designed to prevent associated persons from engaging in bribery.

3. 3 UK Bribery Act - Draft Government Guidance –Six principles for “adequate procedures” for bribery prevention –Risk assessment –Top level commitment –Due diligence –Clear, practical and accessible policies and procedures –Effective implementation –Monitoring and review

4. 4 Baker’s Dozen of Compliance 1.Establish zero tolerance corporate culture that emanates from the top 2.Specific, customized codes of conduct 3.Live and interactive training for senior executives and managers

5. 5 Baker’s Dozen of Compliance continued 4.Conduct risk based audits compatible with laws in each applicable jurisdiction 5.Robust protocols to respond to allegations of misconduct 6.Thorough anti-corruption due diligence on all transactions and for third party contractors

6. 6 Baker’s Dozen of Compliance continued 7.Implement immediate post-transactional due diligence upon completion of a transaction 8.Regular audits of all agents and business partners 9.Thoroughly investigate all suspicious activities and keep records. Watch for red flags

7. 7 Baker’s Dozen of Compliance continued 10.Protect privileged information 11.Swift disciplinary/enforcement action against all corruption 12.Voluntary reporting may result in more lenient treatment 13.Make anti-corruption practices your top priority

8. Thank you and Q&A Baker & McKenzie International is a Swiss Verein with member law firms around the world. In accordance with the common terminology used in professional service organizations, reference to a “partner” means a person who is a partner, or equivalent, in such a law firm. Similarly, reference to an “office” means an office of any such law firm.