This Anti-Bribery and Anti-Corruption Policy (“ABC Policy”) is intended to outline clear principles and rules for the prevention of bribery and corruption, thereby providing directors and employees with guidance on proper standards of behavior. All directors and employees of HHMB are responsible to familiarise and comply with the ABC Policy. Compliance to this ABC Policy is also extended to HHMB’s Business Partners and Third Parties who are engaged by HHMB.

It furthermore applies to all associated parties, i.e. any person or organization that provides services for or on behalf of HHMB. This Policy is aligned with applicable laws and regulations and, in certain parts of our business, industry codes of practice. In the event local laws and regulations are more stringent than this Policy, then the more stringent rules shall apply.

What is bribery? Bribery is defined as:

• 1. Promises, offers or gifts of “anything of value” (financial or non-financial), whether directly or indirectly, with the intention to induce or reward a person to act or refrain from acting in relation to the performance of that person’s duty; or
  2. Requests, agrees to receive or accepts “anything of value” (financial or nonfinancial), whether directly or indirectly, with the intention to induce improper performance in relation to the person’s duty.

What is “anything of value”? “Anything of value” includes but are not limited to the following:

• • Financial value – cash and cash equivalent (e.g. stocks, bonds, equities, discounts, gift vouchers, loans, advances).
  • Extravagant hospitality, gifts or entertainment (e.g. travelling and tour expenses paid for a government official or Third Parties, five-star holiday travel received from a supplier).
  • Contracts or business opportunities (e.g. promising and offering contractual business opportunities to Third Parties without going through the appropriate processes).
  • Offers of employment services (e.g. offering internship placement to a politician’s son/ daughter, offering employment within HHMB to contractors’ relatives).
  • Regulatory approvals or influence a court or arbitration decision (e.g. approval of visas, work permit, custom clearance).

This ABC Policy features continuous actions to prevent, detect and correct acts of bribery and corruption. We take a zero tolerance approach towards fraud, in particular bribery and corruption whether passive or active. We must know who we are doing business with.

The following are our commitments pursuant to this ABC Policy:

• 1. HHMB will not condone nor engage in any corrupt business practices;
  2. HHMB is committed to implement adequate measures to prevent bribery and corruption within our organisation, including our personnel and Business Partners; and
  3. HHMB will, and is committed to, comply with, all applicable laws and regulations including our internal policies pertaining to the ABC Policy.

With these commitments, this ABC Policy serves as a guideline on how we can do our part to eliminate any act of bribery and corruption within our organisation while requiring our Business Partners and Third Parties to commit to do the same.

HHMB applies a range of procedures for the prevention of bribery and corruption. These include risk assessment, implementation of risk mitigation measures and appropriate controls, managing of third party risks, training and communication, as well as monitoring and reviews.

HHMB restricts hiring and on-going employment to individuals who demonstrate their commitment to highest standards of integrity. It is the responsibility of every employee to prevent any instances of bribery and corruption and to report any corresponding concerns or suspicions.

HHMB commits to protecting employees who in good faith raise genuine bribery concerns or suspicions. All reports of bribery and corruption concerns or suspicions shall be investigated. Employees found to have violated this Policy (through committing an act of bribery or through failure to report acts of bribery) shall be subjected to disciplinary or other actions, up to and including dismissal, and legal action where appropriate.

• Give or accept any improper financial or non-financial advantages, which would influence business decisions or secure unfair advantages;
• Exert undue influence on others to obtain benefits or rewards through wrongful means;
• Exert undue influence on others to obtain benefits or rewards through wrongful means;
• Use personal funds or resources to make facilitation payments or bribes;
• Give, offer or solicit to pay bribes or kickbacks;
• Give, or accept gifts and entertainment above the permissible limit and frequency under this ABC Policy with unjustified business purpose;
• Make facilitation payments unless faced in situations of imminent threats;
• Seek inappropriate influence on a government or Public Official;
• Use HHMB’s funds or resources to support any government political party candidates or campaigns;
• Request or receive (directly or indirectly) commissions, payments or rewards from Business Partners and Third Parties as a result of investments, divestments, financing or expenditure made by HHMB;
• Engage in any dealing involving a conflict of interest situation; or
• Use social responsibilities, sponsorships or donations as subterfuge (such as sham payments and with the intention to deceive) for bribery and corruption (including facilitation payments).

Business Partners and Third Parties who work for and on behalf of HHMB are expected to act in the way that is consistent with the ABC Policy. HHMB should “know its partners” before appointing them and to do so, HHMB will assess the suitability of its Business Partners and Third Parties through background checks, assessing their financial stability and risk profiling.

Third Parties may not be hired without either: (a) a written and executed contract or (b) a written and executed letter of intent that includes a binding agreement to comply with HHMB’s ABC Policy and an indication of compensation and scope of work. Third Parties may not perform services for HHMB until engaged and may not be paid until after a contract is executed. No oral agreements or understandings are permitted pending award of a contract in question.

After appointment, as they are expected to be consistent with HHMB’s ABC Policy, they must acknowledge and agree to comply with the principles of the ABC Policy. We will take appropriate measures if we believe that they have not met their contractual obligations.

In such circumstances, you should ask yourself the following questions:

• Is it legal?
• Does it meet the expectation and is it consistent with this ABC Policy?
• Does it align with our values generally?
• Would you be comfortable with the decision if it appeared in public news or the social media?

If your answer is “NO” to any of these questions or if you are unsure, then you must immediately report to or seek guidance from your Heads of Department or the Chairman of the Risk Management Committee (‘RMC’).

The giving and accepting of hospitality, gifts and entertainment can be permitted if it is reasonable, proportionate and legitimate. You must not accept or give offer hospitality, gifts and entertainment if:

• Accepting or giving will make it difficult to make a fair and unbiased decision;
• It is made for the purpose of obtaining or retaining businesses, gaining improper business advantages or influence business decisions;
• It exceeds RM250 per person or more. Declaration to be raised and approval from the RMC is required if it exceeds RM250 per person. You must declare and report any hospitality, gifts and entertainment received if it exceeds RM250 per person. Hospitality, gifts and entertainment above the allowable threshold of:
  • RM250 shall be considered and approved by the RMC on a case by case basis and on its merits; or
  • RM200 shall be considered and approved by the Group Managing Director on a case by case basis and on its merits. If the request for approval was raised by the Group Managing Director, the request is to be verified by the HR Department and to be considered and approved by one (1) member of the RMC.
• Hospitality gifts and entertainment to government/public officials should not exceed RM200 per person. However, if they are customary to the event, justification of the gifts should be accurately documented and approved by the HR Department or one (1) member of the RMC.
• It exceeds the common business practices; or
• It comes with the expectation of receiving “anything of value” in return.

Common examples of business gifts with a nominal value include fruit baskets, food hampers, pens, caps, mugs and other moderately priced tokens of HHMB corporate gifts. However, gifts in the form of cash or cash equivalent must never be given, accepted or solicited.

Business hospitality activities, including meals and entertainment, are not prohibited as long as the nature and frequency of the occasion are reasonable and comply with the key principles mentioned above. Any business hospitality activities that:

1. are illegal or in breach of local or foreign bribery laws;
2. are extravagant and lavish;
3. are sexually oriented; and/ or
4. tarnish the reputation of HHMB are strictly prohibited and you should immediately not offer and must refuse such hospitality.

We at HHMB:

• Prohibit any form of facilitation payments; and
• Must not offer, promise, give, request, or accept anything, which might be regarded as a facilitation payment.

An exception to this prohibition may be tolerated if a facilitation payment is made in the context of an imminent threat i.e. loss of life, limb or liberty. Examples of such exceptional situations:

• You are in a foreign country where its custom officer has requested for a small payment from you or else he is going to confiscate your personal belongings and passport, and will take you in custody (threat to personal safety);
• Demand for payment to secure an emergency admission into hospital; or
• Demand for payment when there is a threat to shipment and personal safety or under duress of piracy.

In any circumstances, if you were offered facilitation payments, you must report it immediately or at the earliest opportunity to your Head of Department or the RMC.

“Public Official” refers to persons who hold a legislative, administrative or judicial office (either appointed or elected), any person exercising a public function, including for a public agency or a public enterprise (e.g. a state-owned enterprise), any official or agent of a public international organisation.

HHMB does not condone or approve of the following behaviour or conduct:

• Seek inappropriate influence on a government or Public Official;
• Accept or give hospitality, gifts, entertainment or other courtesies that could affect our objectiveness or influence our commercial, professional or administrative relationship;
• Give, offer or solicit to pay bribes or kickbacks including lavish and extravagant gifts to a Public Official;
• Use personal funds or resources to make facilitation payments or bribes;
• Accept or give excessive, lavish, and illegal hospitality, gifts or entertainment that can influence a business decision;
• Make facilitation payments to a Public Official(s) to secure or expedite a routine function that is non-discretionary such as issuance of visa, work permit or customs clearance; or
• Use HHMB’s funds or resources to support any government political party candidates or campaigns.

HHMB promotes its products and services in a proportionate, transparent, fair, equitable and ethical manner and only permits reasonable expenditure relating to demonstrating products and services, including related travel and hospitality expenses, or promotional expenses in relation to performance of a contractual obligation, such as training.

HHMB does not allow the offering of incentives or incentive schemes to external parties unless done in a legal, ethical, commercially justifiable and fully transparent manner and permissible under our and any recipients’ rules. Equally, HHMB employees shall not accept any incentives from external parties.

HHMB prohibits any forms of promotional practices which are unethical and may give rise to suspicions of bribery, such as excessive discounting or similar, or personalized incentives in the form of gifts, hospitality, entertainment, kickbacks or other.

Sponsoring in the context of our business means the provision of monetary funds or in-kind contributions for specific projects, events or activities in exchange for recognition. Grants generally refer to the provision of monetary benefits to an eligible person, typically in combination with restrictions for their usage or application. Donations refers to the provisions of monies or in-kind contributions to a specific cause, generally related to charity or humanitarian needs.

Sponsorships, grants, donations or similar contributions shall never be provided with the intent of obtaining favors or improper advantages by their recipients, or for retaining or obtaining business.

HHMB will periodically provide mandatory general anti-bribery training for all employees as well as specific training to employees and relevant third parties in line with their roles and responsibilities and risks they face.

At HHMB we will ensure that we will not:

• Falsify, omit, misstate, alter or conceal any information or otherwise misrepresent the facts on a company record;
• Encourage or allow anyone else to compromise the accuracy and integrity of our records;
• Intentionally make a false or misleading entry in a record, report, file or claim; and
• Engage in any scheme to defraud anyone.

All transactions must be properly reviewed, approved and documented, and all relevant internal controls procedures must be followed, to ensure that all payments HHMB makes or receives are properly accounted for in reasonable detail, including the amount of the payment, the recipient, and the purpose for the expenditure.

All claims by employees for expenses incurred to third parties are to be submitted in accordance with HHMB expense claim policies. HHMB will only reimburse employees for goods, services and other expenditures that are fully and properly supported by genuine third-party invoices and receipts.

Non-compliance shall lead to disciplinary action up to and including termination for cause, and in warranted cases, legal action. Errant employees may face criminal prosecution for violating anti-bribery and anti-corruption legislation.

1. ABC Forms

Last Reviewed: 25 September 2020