DOJ’s First-Ever Department-Wide Corporate Enforcement Policy: What Businesses Need to Know

On March 10, 2026, the U.S. Department of Justice released a landmark policy that fundamentally changes how companies should approach corporate misconduct. The new Department-Wide Corporate Enforcement and Voluntary Self-Disclosure Policy (“CEP”) is a single, uniform framework governing corporate criminal enforcement across every DOJ component and U.S. Attorney’s Office in the country. For businesses and their counsel, understanding this policy is no longer optional. It is essential.

What Is the New Corporate Enforcement Policy?

The CEP establishes a unified approach to how the DOJ handles corporate criminal investigations and prosecutions.

Prior to March 10, 2026, the DOJ operated under a patchwork of component-specific and district-specific enforcement policies. The Criminal Division had its own rules, the National Security Division had its own rules, and individual U.S. Attorney’s Offices had begun issuing their own policies. The result was unpredictability, depending on which DOJ office was handling a matter, a company could face dramatically different standards and incentives.

The new CEP supersedes all of those policies. It applies to every corporate criminal case across the Department. One notable exception: antitrust violations remain governed by the Antitrust Division’s separate corporate leniency program. For every other area of federal criminal law, there is now one policy, one set of standards, and one framework for companies to understand and apply.

Self-Disclose and Avoid Prosecution

The policy’s central message is straightforward, companies that come forward voluntarily, cooperate fully, and fix the problem can avoid criminal prosecution entirely. The CEP identifies three potential outcomes for companies facing criminal exposure.

Path 1: Declination (No Prosecution)

A company will receive a declination, meaning the DOJ will decline to prosecute, if it meets all four of the following requirements:

1. Voluntarily self-discloses the misconduct to the appropriate DOJ component before there is an imminent threat of disclosure or a government investigation;
2. Full cooperation with DOJ’s investigation, including producing relevant documents, making witnesses available, and disclosing relevant facts;
3. Timely and appropriately remediates the misconduct, including compensating victims and addressing internal compliance failures; and
4. Has no applicable aggravating circumstances, such as egregious misconduct, pervasive wrongdoing within the company, or conduct that caused severe harm.

Importantly, the new CEP replaces the prior “presumption” of declination with a firm commitment, the DOJ will decline prosecution when these criteria are met. That represents a meaningful increase in certainty for companies and their counsel.

Path 2: Non-Prosecution Agreement (“Near Miss” Cases)

For companies that fully cooperate and remediate but whose disclosure does not qualify as a voluntary self-disclosure, or where aggravating factors exist, the CEP provides a structured path to a non-prosecution agreement (NPA). In most “near miss” cases, the company will receive an NPA with a term of less than three years, no compliance monitor, and a penalty reduction of between 50% and 75% off the low end of the applicable U.S. Sentencing Guidelines fine range.

Path 3: Criminal Resolution

Where a company does not self-disclose, does not fully cooperate, or fails to remediate, the DOJ retains full authority to pursue a criminal resolution. In these cases, cooperation and remediation may still reduce penalties, but the company cannot rely on the significant protections the CEP affords to those who come forward proactively.

Key Features and Changes from Prior Policies

While the CEP closely tracks the Criminal Division’s May 2025 policy, several notable features and changes deserve attention:

• Whistleblower timing rule: A company can still qualify for a declination even if a whistleblower has already reported to the DOJ, provided the company self-discloses promptly and no later than 120 days after receiving the whistleblower’s internal report.
• Regulatory agency disclosures: While disclosures made only to federal regulatory agencies generally do not qualify as voluntary self-disclosures under the CEP, prosecutors now have discretion to consider good-faith disclosures to such agencies in appropriate circumstances.
• Transparency in resolution agreements: The CEP requires that corporate resolution agreements include information explaining why a company received a particular level of cooperation credit.
• Company size and financial condition: The CEP now directs prosecutors to take into account the size, sophistication, and financial condition of the cooperating company when assessing the scope and quality of cooperation.
• Individual accountability remains paramount: The CEP applies only to corporate entities, not individuals. The DOJ’s emphasis on holding individual wrongdoers accountable is unchanged and is a stated purpose of incentivizing corporate self-disclosure in the first place.

What This Means for Your Business

The CEP creates powerful incentives, but the decision to self-disclose remains one of the most consequential and legally complex choices a company can make. The policy does not operate on autopilot. Coming forward only generates benefits if the disclosure qualifies as voluntary, the cooperation is full and timely, and the remediation is meaningful. The analysis is highly fact-specific, and the consequences of getting it wrong can be severe.

Companies should consider taking the following steps in light of the new policy:

• Audit your internal reporting mechanisms. The 120-day whistleblower clock begins ticking from the time an employee makes an internal report. Companies with robust internal compliance programs are better positioned to detect misconduct early and preserve their disclosure options.
• Engage counsel early. The moment potential misconduct surfaces, companies should consult counsel before making any decisions about disclosure. The strategic, legal, and reputational dimensions of the self-disclosure calculus require careful, informed analysis.
• Review and strengthen your compliance program. The CEP’s remediation requirements include not just compensating victims, but demonstrating that the company has fixed the underlying compliance failures that allowed the misconduct to occur. A strong compliance program is both a preventive and a mitigating asset.
• Understand the parallel enforcement landscape. The CEP applies only to the DOJ’s criminal enforcement; it does not bind other civil regulatory agencies. Companies facing multi-regulator investigations must account for the full picture when formulating a disclosure strategy.
• Have an investigations policy and have counsel review it. Companies should have a written internal investigations policy that governs how potential misconduct is identified, escalated, preserved, and reported. Many companies lack one entirely, and others have policies that have never been stress-tested against current DOJ expectations. Counsel should review your investigations policy now, before a problem arises, to ensure it is consistent with the CEP’s requirements and positions the company to act quickly if self-disclosure becomes necessary.

Entering A New Era of Corporate Criminal Enforcement

The DOJ’s new Corporate Enforcement Policy signals that corporate enforcement is being institutionalized in a more transparent, consistent, and predictable form. The days of navigating different rules depending on which DOJ office has jurisdiction over your matter are over. For companies that take the policy seriously, engage counsel, and build strong internal compliance cultures, the new framework offers meaningful protections.

The full text of the DOJ Corporate Enforcement and Voluntary Self-Disclosure Policy is available on the Department of Justice’s website.

For businesses seeking guidance on how the new Corporate Enforcement Policy may affect them or for companies that have already identified potential misconduct and need to assess their options, the attorneys at Ward & Berry are available to assist. Don’t wait to seek counsel; when it comes to voluntary self-disclosure, timing is everything.