The main rule for a manager is simple: if a decision concerns your money, property, relatives, business, gifts, declaration or communication with the NACP, it is better to pause and have the situation checked by a lawyer before signing a document or providing a response.

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1. You Are Deciding on Your Own Bonus, Allowance or Other Payment

One of the most typical risk situations is where a manager personally signs an order granting their own bonus, allowance, financial assistance or another payment. The issue is not always the payment itself. The issue is that the manager simultaneously has a private interest in receiving the money and official authority to make the decision regarding that money. This is how a conflict of interest arises. Even if the bonus was recommended by a commission, approved by an accountant, lawyer or trade union, this does not always eliminate the risk.

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If the final decision still depends on the manager, the situation must be assessed very carefully.

When should you contact a lawyer?

• if you are signing an order on your own bonus or allowance;

• if the amount of the payment is not fixed and depends on your decision;

• if the bonus concerns your relative or another close person;

• if it is unclear who should make such a decision.

 

The correct approach is to determine in advance who should make the decision instead of the interested person, how to formalise a notice of conflict of interest and how to prevent the order from later becoming grounds for claims or allegations.

 

2. You Are Offered a Gift, Payment for an Event or Trip, or a “Special Discount”

A gift is not limited to an envelope with cash or an expensive item. It may include a paid dinner, hotel accommodation, a ticket to an event, a trip, a free service, a discount “just for you” or another benefit. Gifts from counterparties, contractors, suppliers, tender participants or persons in respect of whom the manager may make decisions are particularly risky. Even if the gift appears “symbolic”, several questions should be asked:

• Why is this being offered to me specifically?

• Is it connected with my position?

• Will I later make a decision concerning this person or company?

• Could this appear to be an attempt to influence me?

If the answer to even one of these questions raises doubt, it is better not to accept the gift before obtaining legal advice.

 

When should you contact a lawyer?

• if the gift is offered by a counterparty or potential contractor;

• if someone is paying for your travel, accommodation, participation in a forum or dinner;

• if the gift has already been received and it is unclear what to do with it;

• if, after receiving the gift, you need to sign a contract, act, approval or other decision concerning the donor.

In such cases, a lawyer will help determine whether the gift may be accepted, must be refused, returned, transferred under the applicable procedure or documented in writing.

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3. A Decision Concerns a Relative, Acquaintance or Related Company

Another very common situation is where a manager makes a decision that directly or indirectly concerns a relative, close person, friend, former partner or a company with which the manager is connected.

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This may include:

• hiring a relative;

• granting a bonus or making a disciplinary decision concerning a close person;

• signing a contract with a relative’s company;

• participation in a tender by a company belonging to acquaintances or family members;

• voting on or approving a decision that may benefit a related person.

 

The risk is not limited to whether the decision was “fair” in substance. Even where the price is market-based, the candidate is suitable and the contract is beneficial for the institution, the problem may lie in the very fact that an interested person participated in the decision-making process. For anti-corruption rules, it matters not only whether the manager received an actual benefit. It also matters whether the manager had a private interest and the ability to influence the decision.

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When should you contact a lawyer?

• if a relative works under your supervision;

• if you must approve a bonus, leave, transfer or dismissal of a close person;

• if a tender participant is a company belonging to a relative, friend or acquaintance;

• if a contract, act, payment or claim concerns a company connected with you;

• if you are unsure whether a conflict of interest must be reported.

 

In such situations, it is usually not enough to “simply be objective”. It is necessary to properly formalise a notice of conflict of interest and transfer the decision to another authorised person.

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4. You Have a Sole Proprietorship, Corporate Rights, Side Employment or Participation in a Business

After appointment to certain managerial positions, a person may not immediately remember an old sole proprietorship, a shareholding in a company, membership of a board, paid consulting or other side work. For anti-corruption legislation, however, this may matter. Certain positions are subject to restrictions on entrepreneurial activity, other paid work, membership of management bodies of for-profit companies, and rules on transferring corporate rights into management.

A dangerous mistake is to assume that “the sole proprietorship is inactive, so there is no problem”. In some cases, what matters is not only actual receipt of income, but also whether the person took the required steps after appointment.

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When should you contact a lawyer?

• if, after appointment, you still have a registered sole proprietorship;

• if you own a share in an LLC or another company;

• if you are a member of a management board, supervisory board or another corporate body;

• if you receive fees, consulting payments or other additional income;

• if you do not know whether corporate rights must be transferred into management.

 

These issues are best checked before appointment or immediately after it. This makes it possible to close the sole proprietorship, withdraw from management bodies, transfer corporate rights into management or properly declare the relevant assets in time.

 

5. There Is a Problem with a Declaration or You Have Received a Request from the NACP

A declaration is a separate risk area for a manager. An error in a declaration does not always amount to a serious violation. However, how a person responds to the error is often decisive. If the error is identified quickly, in many cases it can be corrected under the established procedure. If the deadline has already passed, it is important not to ignore the problem, but to prepare explanations and supporting documents. Similarly, a request from the NACP should not be treated lightly. It is not an “ordinary letter” that can be answered in a few sentences from a phone.

The response must be accurate, consistent and supported by documents.

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When should you contact a lawyer?

• if you have found an error in an already submitted declaration;

• if you missed the deadline for submitting a declaration;

• if you are unsure whether property, a vehicle, housing, corporate rights or family members’ income had to be declared;

• if you have received a request from the NACP;

• if a full verification of your declaration has begun;

• if your documents contain inconsistencies or incomplete data.

 

In such situations, it is important to act quickly. You should record the date of receipt of the request, collect documents, review previous declarations, prepare a single clear position and avoid sending hasty explanations without prior review.

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What Should a Manager Remember?

Anti-corruption rules are not only about bribes. Very often, risk arises where a manager simply acts “as usual”: signs an order, approves a contract, accepts a gift, resolves an HR issue or postpones a declaration. To avoid creating a problem, it is useful to follow a simple pause rule. If the situation concerns your money, relatives, business, gifts, property, declaration or a request from the NACP, do not rush to sign a document or respond on your own.

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First, check whether there is a conflict of interest, any restrictions or a special procedure. In such situations, a lawyer is needed not only when a protocol has already been drawn up or an inspection has started. The best time to seek legal advice is before a decision is made or on the day the problem becomes apparent. At that stage, it is still possible to properly formalise a notice, transfer the decision to another person, correct a declaration, prepare a response to the NACP or minimise risks without unnecessary escalation.