Anti-Bribery and Anti-Corruption Policy
Eksons Corporation Berhad (the "Company") with all its subsidiaries ("the Group") are committed to maintaining the highest standards of ethics and integrity in the way we do business around the world. This includes compliance with the Malaysian Anti-Corruption Act 2009 ("MACC Act").
Bribery and corruption in all forms are illegal and unacceptable. They damage competition and markets, increase costs, reduce quality for customers and damage their trust.
Any act of fraud, bribery or corruption is treated with extreme seriousness by the Group and any help given to people carrying out such acts is not tolerated. We expect our agents and consultants to adopt the same approach. Bribery and corruption, whatever the extent, are illegal in all the countries in which we operate and those breaking these laws are liable to be prosecuted.
This Anti-Bribery and Anti-Corruption Policy (the "Policy") contains policies and guidelines relating to the standards and ethics that all employees are expected to adhere to in the course of their work.
The Group reserves the right to amend, delete or augment any provision in this Policy and other Policies as and when it deems necessary.
All policy changes shall be approved by the Board of Directors.
Bribery: Bribery, in broad terms, is the receiving or offering of undue reward or anything of value and includes payments to secure a business advantage, financial or otherwise, to which the company is not entitled. Anything of value can be a bribe, including a gift in kind or some other favour such as an offer of employment to a relative of the person being bribed. It will involve the giver and the receiver in the improper performance of a personal, company or official responsibility.
Corruption: Corruption can include graft, bribery, facilitation payments or other forms of improper business practice. It has the same attributes as set out under Bribery above. It can be summarised as the misuse of entrusted power or office, whether in the public or private sector, for private gain.
Graft: the acquisition of gain (illegal or unfair gain, such as money or advantage) in dishonest or questionable ways.
Kickbacks: Kickbacks arise when suppliers or service providers pay part of their fees to the individuals who give them the contract or some other business advantage.
Facilitation payments: Facilitation payments are small bribes to officials with a view to speeding up routine governmental transactions to which the payer is already entitled. Examples include payments to speed up customs clearances and extra fees to officials to secure electricity connections.
Gifts: Gifts, all gifts, including personal gifts, to and from officials or people who have, who may have, or who may facilitate the creation of a business relationship with the Group or any of the Group companies.
Entertainment: Entertainment such as attendance at social, cultural or sporting events with officials or people who have, who may have, or who may facilitate the creation of a business relationship with the Group or any of the Group companies.
Hospitality: Hospitality such as meals, drinks, as well as lodging and travel expenses given to or received from officials or people who have, who may have, or who may facilitate the creation of a business relationship with the Group or any of the Group companies.
WHO MUST COMPLY
This policy applies to all individuals working for the Group with all of its subsidiaries and affiliates (anywhere in the world) and at all levels and grades.
This includes senior managers, officers, directors, employees (whether regular, fixed-term or temporary), consultants, contractors, trainees, seconded staff, home-workers, casual workers and agency staff, volunteers, interns, agents, sponsors, or any other person associated with us, or any of our subsidiaries or their employees, wherever located (collectively referred to as "employee(s)" in this policy).
In this policy, third party means any individual or organisation that an employee may come into contact with during the course of his/her engagement with the Group or any of the Group companies, and includes actual and potential clients, customers, suppliers, distributors, business contacts, agents, advisers, business associates and government and public bodies including their advisors, representatives and officials, politicians and political parties.
GRAFT AND INVITATION TO GRAFT
An employee shall not in any manner or form offer on behalf of the Group or any of the Group companies or receive an offer of graft or a bribe for his own benefit, or the benefit of his relatives or spouse.
CONFLICT OF INTEREST
A conflict of interest happens when your position in the business means you can make a personal gain or benefit over and above your terms and conditions of employment. We should make sure that our personal interests do not conflict with the interest of the business or our customers.
An employee shall not, without the consent of the Group, during his employment with the Group, engage directly or indirectly in any other business or occupation whether as principal, agent, servant or broker while still in the employ of the Group. He is also not permitted to engage in any activity, which can be detrimental, directly or indirectly, to the interest of the Group.
An employee is not allowed to participate in or influence the purchase of goods and services from any company or person in which or through which that employee has or will obtain a direct or indirect interest or benefit.
TRANSACTIONS WITH CUSTOMERS, SUPPLIERS, VENDORS AND OTHERS
The Group is committed to dealing fairly and honestly with its customers, suppliers and vendors. Employees are expected to conduct the Group’s business with such parties in a respectful, fair, and honest manner.
Employees are not to offer or accept any benefits, rewards or things of value from customers, which may violate the law, the customer's policies, or our business practices.
Our policy is to compete solely on the merits of our products and services.
GIFTS, ENTERTAINMENT AND HOSPITALITY
A) GIFTS AND FAVOURS
It is the policy of the Group that no employee or any member of his immediate family will accept any form of gifts or favours from contractors, suppliers, clients/customers, or any other party having business dealings with the Group or any of the Group companies.
However, in such circumstances where it is customary to do so, employees shall be permitted to accept such gifts of nominal value or favours provided that such gifts or favours are not extended and /or accepted for the purpose or with the intention of :-
- Influencing any present or future act or decision by that employee.
- Inducing such employee to perform or omit any act in violation of his proper duties and responsibilities.
- Inducing such employee to use or direct any other person to use his influence with a government, or any of its representatives, divisions or agencies to affect or influence any act or decision of any such government, representative, division or agency and in any or all of the above cases, for the purposes of expediting, benefiting, prejudicing or affecting in any way whatsoever whether directly or indirectly the business dealings or relationship of the gift giver with the Group or any of the Group companies.
For the purpose of this section, ‘Nominal Value' of a gift shall be defined as the sum of the gift(s) having the aggregate monetary value of not more than Ringgit Malaysia Two Hundred and Fifty only (RM250).
Employees shall report to their respective Head of Department all gifts or favours received which exceed the nominal value.
All employees shall, if in doubt as to the nature or purpose of the gift or favour consult the Deputy Executive Chairman or Group Managing Director who shall decide, either in consultation with or through his own accord, the course of action in respect of such gift or favour. Gifts which cannot be accepted by the employee shall be:-
- Returned to the donor; or
- If such return is not possible or impracticable, retained by the Group for distribution to recognised charitable organisations or for general distribution to the Group’s employees.
B) ENTERTAINMENT & HOSPITALITY
Employees shall not accept any gratuitous entertainment from any of the Group’s clients, customers, suppliers, contractors or any party with whom the Group has business dealings with unless such entertainment is or is able to be reciprocated by the employee:-
- In his personal capacity; or
- By obtaining reimbursement from the Group as part of the Group's business entertainment expense.
In accepting all such entertainment, the guidelines set out in paragraph (6 (A) in respect of acceptance of gifts or favours shall apply.
The key principle is that Employees may not offer or accept gifts, rewards, benefits or other incentives that create or appear to create an obligation, affect either party’s impartiality or constitute an undue influence on a business decision.
Value is not the only consideration. Employees must also take into account the need to avoid anything that could be seen as an undue influence even if the gift is of low value . In addition, Employees need to take into account the frequency and cumulative value of exchanges with the same recipient. It is not acceptable to keep offering gifts or entertainment to the same recipient or receive repeated gifts from the same donor, even if each individual gift is of low value.
DONATION AND SPONSORSHIPS
A) POLITICAL DONATION
As a matter of general policy, the Group does not make or offer monetary or in-kind political contributions to political parties, political party officials or candidates for political office.
If any contribution is made, it must be permissible under applicable laws and must not be made with any promise or expectation of favourable treatment in return and must be accurately reflected in Group’s books and records.
The Group encourages employees to participate in the political election process by voting. Employees may choose to make personal political contributions as appropriate within the limits established by law. Under no circumstances, however, will any employee be compensated or reimbursed in any way by the Group for a personal political contribution.
Employees are prohibited from acting on the below without first obtaining approval from Deputy Executive Chairman or Group Managing Director or Board of Directors:
- Using their position with the Group or any of the Group companies to try to influence any other person (whether or not employed by the Group or any of the Group companies ) to make political contributions or to support politicians or their parties in any country;
- Make any contribution or incur any expenditure using the Group resources to benefit any political campaign, party or politician in any country;
- The use of Group facilities, equipment and resources for any political campaign or party functions.
B) CHARITABLE DONATIONS
Charitable donations may not be used as a subterfuge for prohibited political payments. The Group may make Charitable donations but only if they are ethical and in compliance with this policy and local applicable laws. No donation should be made which may, or may be perceived to breach applicable law, or any other section of this policy. All donations must be approved by the BOD and the Group shall keep accurate records of all donations made by the Group.
FACILITATION PAYMENTS OR KICKBACKS
"Facilitation payment or 'kickback'" is defined as payments made to secure or expedite the performance by a person performing a routine or administrative duty or function. Offering, promising or requesting facilitation payments is just as prohibited as actually paying or receiving facilitation payments. Facilitation payments need not involve cash or other financial asset; it can be any sort of advantage with the intention to influence them in their duties.
The Group prohibits accepting or obtaining, either directly or indirectly, facilitation payments from any person for the benefit of the employee himself or for any other person who is subject to the Policy. The reason underlying this prohibition is that facilitation payment is seen as a form of bribery and corruption. All persons subject to the Policy must not offer, promise, give, request, accept or receive anything which might reasonably be regarded as a facilitation payment.
If you receive a request or if you are offered facilitation payments, you must report it to your Head of Department or Human Resources Department.
RESPONSIBILITIES OF EMPLOYEES
Employees must ensure that they have read and understood this policy and, must at all times comply with the terms and conditions of this policy and the MACC Act.
Prevention, detection and reporting of corruption are the responsibility of all those working for us or under our control. All associates are required to avoid any activity that might lead to, or suggest, a breach of this policy.
Employees must notify their reporting Manager/Head of Department or consult an appropriate member of the Human Resource team as soon as possible if they believe or suspect, or have a reason to believe or suspect, that a breach of this policy has occurred, or may occur in the future - for example, if a customer or potential customer offers an associate something to gain a business advantage with the Group or indicates to an associate that a gift or payment is required to secure their business.
Please note that a failure to report an actual or suspected breach of this policy is itself a breach of this policy.
Any employee who breaches any of the terms of this policy will face disciplinary action, which could result in dismissal for gross misconduct. The Group reserves its right to terminate a contractual relationship with other employees and other associated persons, as the case may be if they breach any of the terms and conditions of this policy.
RAISING A CONCERNS OR COMPLAINT
Employees are encouraged to raise concerns about any issue or suspicion of malpractice at the earliest possible stage. If you are unsure whether a particular act constitutes bribery or corruption, you should raise the matter with your Head of Department or consult the Human Resource team.
Concerns should be reported by following the procedure set out in the Whistle Blower Policy.
Employees who refuse to accept or offer a bribe, or those who raise concerns or report another's wrongdoing, are sometimes worried about possible repercussions. The Group encourages openness and will support anyone who raises genuine concerns in good faith under this policy, even if they turn out to be mistaken.
The Group is committed to ensuring that no one suffers any detrimental treatment as a result of refusing to take part in corruption, or because of reporting concerns under this policy in good faith. Detrimental treatment includes dismissal, disciplinary action, threats or other unfavourable treatment connected with raising a concern.
If you believe that you have suffered any detrimental treatment as a result of refusing to take part in corruption, or because of reporting concerns under this policy in good faith, you should inform your Head of Department or Human Resources team of the Group immediately.
If the matter is not remedied, you should raise the matter by following the procedure laid out in the Whistle Blower Policy.
WHO IS RESPONSIBLE FOR THE POLICY
The board of directors has overall responsibility for ensuring this policy complies with our legal and ethical obligations, and that all those under our control comply with it.
The Human Resource Manager of the Timber Division has the responsibility for implementing this policy amongst the Timber Division employees and the Group Chief Financial Officer has responsibility for the policy in respect of the rest of the Group employees.
Management at all levels are responsible for ensuring that those reporting to them are made aware of and understand this policy and, if necessary and appropriate, are given adequate and regular training on it.
TRAINING AND COMMUNICATION
Dissemination of this policy for new joiners shall be carried out at the time of induction. This policy will also be shared with all existing employees. All employees may be required to participate in anti-corruption education and training sessions.
The Group’s zero-tolerance approach to bribery and corruption should be communicated to all agents, suppliers, contractors and business partners at the outset of the Group’s business relationship with them and as appropriate thereafter. Wherever possible, all third parties should be sent a copy of this policy at the outset of the business relationship.
MONITORING AND REVIEW
The Board of Directors will monitor the effectiveness and review the implementation of this policy, regularly considering its suitability, adequacy and effectiveness. Any improvement identified will be made and incorporated as soon as possible and be communicated to all employees and those representing the Group. Internal control systems and procedures will be subject to regular audits to provide assurance that they are effective in countering bribery and corruption.
All employees are responsible for the success of this policy and should ensure they use it to disclose any suspected danger or wrongdoing.
ACTION BY THE GROUP
Any instances of alleged or suspected bribery will be fully investigated by the Group. Employees suspected of bribery may be suspended from their duties while investigation is being carried out. The Group will conduct disciplinary proceedings against employee found to be non-compliant to the Policy and proven allegations may result in a finding of gross misconduct and immediate dismissal.
The Group may terminate the contracts of any associated persons who are found to have breached this Policy.
The Group may also report any matter to the relevant authorities and provide all necessary assistance in any subsequent investigation and potential criminal prosecution.