What Small Businesses Need to Know About Executive Order 14209 and the Future of FCPA Enforcement
On February 10, 2025, President Trump issued Executive Order 14209, titled “Pausing Foreign Corrupt Practices Act Enforcement to Further American Economic and National Security.” This order temporarily halts new Foreign Corrupt Practices Act (FCPA) investigations and enforcement actions by the Department of Justice (DOJ) for a 180-day review period, with the possibility of an additional 180-day extension.
While this order is framed as an effort to reduce regulatory burdens and enhance American competitiveness, small businesses—particularly those involved in international trade—must carefully assess the potential implications.
What Does This Mean for Small Businesses?
1. A Temporary Compliance Slowdown, But Not an Elimination of Risk
The FCPA is still the law of the land. The DOJ’s enforcement is merely paused, and even if future investigations are reduced, businesses are still expected to comply with anti-corruption laws. The Securities and Exchange Commission (SEC), which enforces FCPA violations involving publicly traded companies, will likely slow down its enforcement while awaiting new DOJ guidance, but it will not stop completely.
For small businesses, this means:
✅ Existing FCPA rules remain in place – Avoid making hasty changes to compliance programs.
✅ Risk still exists in the long term – Even if enforcement slows under this administration, FCPA violations can be prosecuted up to five years later by a future administration with a different approach.
2. Increased Ambiguity and Compliance Uncertainty
The executive order directs the Attorney General to revise FCPA enforcement guidelines, but does not specify how enforcement priorities will change. Attorney General Pam Bondi’s February 5, 2025, memo suggests that the DOJ may deprioritize FCPA cases unless they involve cartels or transnational criminal organizations.
For small businesses, this creates uncertainty about how FCPA compliance will be monitored and whether certain business practices that were once risky will now be overlooked. Without clear guidance, companies should avoid assuming relaxed enforcement means relaxed compliance obligations.
3. Potential Competitive Disadvantages for Small Businesses
While large corporations have robust compliance teams and legal resources, small businesses often lack the same infrastructure to navigate changes in regulatory enforcement. This shift in FCPA enforcement priorities could create unequal advantages in global markets:
🚨 Larger competitors may take more risks: If major corporations scale back their compliance efforts based on the expectation of reduced enforcement, smaller businesses that continue to follow strict anti-corruption guidelines may find themselves at a competitive disadvantage in international deals.
🚨 Foreign companies may demand bribes more aggressively: With reduced U.S. enforcement of the FCPA, some foreign business partners may test the limits and expect illicit payments in exchange for contracts—placing small businesses in a difficult ethical and legal position.
4. Possible Closing of Pending Investigations
A significant aspect of EO 14209 is the possibility that some pending FCPA investigations may be closed without charges. If a small business is already under investigation, this could provide temporary relief—but it does not guarantee that those cases will be dismissed.
Additionally, if a future administration revives aggressive FCPA enforcement, some of these investigations could be reopened. Small businesses should document compliance efforts carefully, in case future scrutiny arises.
What Should Small Businesses Do Now?
💡 Maintain Compliance – The FCPA still exists, and so do foreign anti-corruption laws (e.g., the U.K. Bribery Act). International partners may still hold U.S. businesses accountable to these standards, even if U.S. enforcement weakens.
💡 Monitor Policy Changes – Stay updated on the DOJ’s revised guidelines once released. If enforcement priorities shift significantly, businesses may need to adjust compliance programs accordingly.
💡 Assess International Risk Exposure – Companies doing business abroad should be cautious about partners who see this enforcement pause as a green light for corrupt practices. Due diligence remains critical.
💡 Document Ethical Business Practices – Even if investigations slow down, businesses should continue self-auditing and maintaining records of compliance efforts. This documentation could prove invaluable if enforcement policies shift again.
Final Thoughts
Executive Order 14209 signals a significant shift in how FCPA violations will be handled, at least in the short term. However, FCPA compliance remains crucial—especially since a future administration could easily reinstate aggressive enforcement and prosecute violations that occur today.
Small businesses must stay the course, keep compliance programs strong, and avoid assuming this temporary shift in enforcement means long-term immunity from liability. If anything, this is a time to be more strategic and vigilant, not less.
