Introduction

Matrix organization

Mergers by absorption

Risks related to the expansion of the scope of criminal liability of legal entities

Validity conditions

Proof of delegation

Exemption from individual liability of delegator

Attribution of offense to legal entity

Delegations of authority

Criminal risk management within business organizations

Complicity in crimes against humanity

Breaches of secrecy

Personal data breaches

Theft

Extortion

Blackmail

Fraud

Misappropriation

Receiving/concealment of unlawfully obtained property (recel)

Attacks on automated data processing systems

Money laundering

Misappropriation by public official (concussion)

Corruption and influence peddling

Unlawful acquisition of an interest

Favoritism

Forgery and use of forgeries

Violation of Criminal Code

Offenses under the Monetary and Financial Code

Offenses under the Commercial Code

Environmental Code violations

Offenses arising from other codes

Types of offenses

Offenses under the Criminal Code, the Commercial Code, or the Environmental Code, Criminal procedure

White Collar Crime (en cours)

Delegation of authority is a legal concept created by the courts and defined as the act by which a person holding a corporate office (the delegator) transfers some of their powers and responsibilities to one of their subordinates (the delegatee) on a temporary or permanent basis . This should not be confused with the delegation of signature, which constitutes a simple power of attorney and only transfers the legal capacity to sign documents on behalf of the delegator, without any responsibility being transferred to the delegatee.

The delegation of authority allows the head of the company to transfer the criminal liability incumbent upon them to one of their subordinates who is closest to the operational reality and best positioned to ensure the proper implementation of all legal obligations that weigh on the company within their area of expertise. Therefore, delegations of authority must, as far as possible, be established in accordance with the operational imperatives of the company or group, following a prior analysis of these, using tools such as the company or group’s organizational chart, a corporate risk map, if it exists, the list of corporate mandates, the exact roles performed, and the employment contracts and job descriptions of the persons concerned. These elements are of paramount importance as they will be considered by the courts to rule on the validity of the delegations.

The use of delegations of authority is most often driven by the complexity of legal standards and the number of specialties that may exist within an undertaking. Delegation can also be justified by the multiplicity of sites and the high number of employees: the manager cannot be physically present everywhere to manage the teams, ensure everyone's safety, and comply with applicable laws and regulations. Delegation of authority allows the manager to find a representative who will perform these functions on their behalf, in a specific area. Initially confined to the fields of compliance with hygiene and safety rules, the scope of delegation of authority has significantly expanded and now extends to all offenses that may be committed in the course of the undertaking's operations. Delegations of authority can therefore be established in all areas where the criminal liability of the manager may be sought in the context of their duties. This may be the case, particularly in matters of violations of labor law regulations, tax legislation, competition law, securities law, or company law.

The delegation of authority is thus a technique for the proper organization of the undertaking, aimed at placing decision-making power, and thereby the resulting responsibility, where it is most relevant and effective. It should not be seen as a means to evade criminal liability but rather as a way to align legal responsibility with operational responsibility, thereby preventing the commission of offenses as effectively as possible. By clarifying and formalizing the prerogatives of each actor within the undertaking, the delegation of authority allows, as it holds its actors accountable and trains them on the risks involved, to ensure effective prevention of criminal risk.

To be valid and above all effective, it must meet several conditions.

The only legal reference to his judicial concept appears in Article L. 4741-1 of the Labor Code, which mentions the penalties provided for criminal offenses committed by “the employer or their delegatee.”

12. Introduction