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41 Loy. L. Rev. 279 (1995-1996)
Vicarious Criminal Liability of Corporations for the Acts of Their Employees and Agents

handle is hein.journals/loyolr41 and id is 289 raw text is: VICARIOUS CRIMINAL LIABILITY OF CORPORATIONS FOR THE ACTS OF THEIR EMPLOYEES AND AGENTS H. Lowell Brown* Today, corporations are subject to what is in essence strict lia- bility for the criminal acts of employees who were acting within the scope of their employment and who were motivated, at least in part, by an intent to benefit the corporation. Although this has been the law for the better part of this century, corporate counsel and their clients are often stunned and dismayed when confronted with the prospect of a criminal prosecution of the corporation re- sulting from the acts of relatively low level employees. The consequences of conviction are particularly harsh for cor- porations in regulated industries because criminal prosecution can result not only in substantial fines but in disqualification from do- ing business. Increasingly, corporations are developing compliance programs to prevent criminal activity or at least to detect such ac- tivity in time to take remedial action. Nevertheless, despite their best efforts to implement comprehensive compliance programs, corporations remain liable for acts which are contrary to corporate policy. Part I of this article examines the law of vicarious corporate criminal liability with particular regard to the twin concepts of collective knowledge and imputed intent. Part II considers the often glancing and superficial treatment given to corporate compli- ance efforts by courts in favor of finding corporate liability. The article concludes that if corporations are to be encouraged to police themselves, the informal recognition of compliance efforts afforded by some prosecutors and the modest leniency in sentencing under the Federal Sentencing Guidelines are simply inadequate incen- tives. Instead, what is needed is the formal acknowledgement that * Copyright H. Lowell Brown 1994. Assistant General Counsel, Northrop Grumman Corporation; B.A. Syracuse University; J.D. Antioch Law School. The opinions expressed in this article are those of the author and do not necessarily represent those of Northrop Grumman Corporation.