ANTI-BRIBERY AND ANTI-CORRUPTION POLICY

1. INTRODUCTION

  • SK Magic Retails Malaysia Sdn Bhd (“SK Magic”) is committed to conducting its business with the highest integrity and in compliance with all applicable laws and regulations pertaining to anti-bribery and corruption, particularly the Malaysian Anti-Corruption Commission Act 2009 (revised 2018) (“the MACC Act 2009”) and all relevant guidelines issued by the relevant authorities.
  • Under the MACC Act 2009, bribery and corruption are criminal offences and the legal consequences include a fine of at least 5 times the sum or value of the gratification or RM10,000.00, whichever is higher and imprisonment of up to twenty (20) A commercial organization commits an offence if an associated person corruptly gives any gratification with intent to obtain or retain business or an advantage in the conduct of business, for the commercial organization. “Gratification” means:
    1. money, donation, gift, loan, fee, reward, valuable security, property or interest in property being property of any description whether movable or immovable, financial benefit, or any other similar advantage;
    2. any office, dignity, employment, contract of employment or services, and agreement to give employment or render services in any capacity;
    3. any payment, release, discharge or liquidation of any loan, obligation or other liability;
    4. any valuable consideration of any kind, any discount, commission, rebate, bonus, deduction or percentage;
    5. any forbearance to demand any money or money’s worth or valuable thing;
    6. any other service or favor of any description, including protection from any penalty or disability incurred or apprehended or from any action or proceedings of a disciplinary, civil or criminal nature; and
    7. any offer, undertaking or promise, whether conditional or unconditional, of any gratification within the meaning of any of the preceding paragraphs (a) to (f).
  • If an offence is committed by a commercial organization, the MACC Act also deems its directors, controller, officer, partner or persons concerned in its management of affairs to have committed the same offence. It is therefore important that you understand how bribery and corruption may be committed and the legal consequences arising from such act as well as to take steps to prevent bribery and corruption from happening.

2. SCOPE AND APPLICATION

  • This Policy is applicable to anyone who is employed by or work at SK Magic (whether permanent, fixed-term or temporary basis) and directors (executive and non-executive), (together, “Personnel”). It is also applicable to contractors, sub-contractors, consultants, agents, representatives and service providers of any kind performing work or services, for or on behalf of SK Magic (together, “Business Partners”).
  • The term “SK Magic”, “we”, “us” or “our” when used in this Policy shall refer to SK Magic Retails Malaysia Sdn Bhd and the term “you” or “your” shall refer to each of our Personnel or Business Partners individually and in the case of Business Partners, including any entity which is controlled by our Business Partners, unless the context indicates otherwise.
  • The term “public officials” when used in this Policy shall mean official of any governments, government agencies or any regulatory, statutory or administrative bodies, whether local or foreign.
  • This Policy shall be read in conjunction with the MACC Act and other relevant laws and regulations in relation to anti-bribery and corruption in Malaysia.

3. ANTI-BRIBERY AND ANTI-CORRUPTION

  • All forms of bribery and corruption are prohibited and SK Magic upholds a zero-tolerance approach. In addition to bribery, the Personnel and Business Partners must not participate in any corrupt activity, such as extortion, collusion, breach of trust, abuse of power, trading under the influence, embezzlement, fraud or money laundering.
  • Bribery may take the form of the exchange of money, goods, services, property, privilege, employment position or preferential treatment. The Personnel shall not, therefore, whether directly or indirectly, offer, give, receive or solicit any item of value, in the attempt to illicitly influence the decisions or actions of a person in a position of trust within an organization, either for the intended benefit of SK Magic or the persons involved in the transaction.
  • SK Magic recognizes the value of integrity in the Personnel. SK Magic’s recruitment policy, training, performance evaluation, remuneration, recognition and promotion for all employees, shall be designed to recognize integrity.
  • This Policy prohibits all forms of bribery and corrupt practices and makes no distinction between whether they are being made to persons in the public or private sectors. SK Magic’s relationships with public officials, our Personnel, Business Partners and any other parties are based on transparency and integrity. Our Personnel and Business Partners must not directly or indirectly pay, offer or promise any gratification to any public official, party or their family members as an inducement for or reward for acting improperly. Furthermore, our Personnel must not directly or indirectly pay, offer or promise any gratification to customers, Business Partners or any other party for the purpose of exerting influence, soliciting payment or other unfair or illegal preferential treatment. Our Personnel will not suffer demotion, penalty or other adverse consequences in retaliation for refusing to pay or receive bribes or participate in other illicit behaviour.

4. FACILITATION PAYMENTS

  • Facilitation payments are forms of payments made personally to an individual in control of a process or decision to secure or expedite the performance of a routine or administrative duty or function (e.g. influencing the timing of process or issuing of visa, license and/or permits). SK Magic adopts a strict stance that disallows facilitation payments.
  • Our Personnel and Business Partners must not directly or indirectly offer, promise or give any form of facilitation payment to any public officials for any purposes.
  • There may be occasions where you are forced to make facilitation payments in order to protect your life or liberty. On such occasion, you must immediately report the incident to your Head of Department or Legal Department for the necessary action to be taken.

5. GIFT, ENTERTAINMENT & HOSPITALITY

5.1   Gift

A.     Providing Gift

  • Generally, all Directors and Employees are prohibited from providing gifts to third parties save for the limited exceptions below.
  • “Corporate gift” normally bears the company’s name and logo and are of nominal/appropriate value such as diaries, table calendars, pens, notepads and plaques. “Festive or ceremonial gifts” are traditional treats or gifts customary to the occasion such as red packets (without cash or cash equivalent), oranges and dates.
  • Corporate gifts, festive or ceremonial gifts may be given to our Business Partners or other parties provided it fulfils all of the following conditions:
    1. made for the right reason – it should be clearly given as an act of appreciation or common courtesy associated with festive seasons or other ceremonial occasions;
    2. no obligation – it must not be used to cause or induce the receiver to improperly or illegally influence any business action or inaction or cause others to perceive an improper influence;
    3. no expectation – there must not be any expectation of any favour or improper advantages from the receiver;
    4. made openly – if made secretly and undocumented then the purpose will be open to question;
    5. reasonable value – the type of gift and its value must commensurate with the occasion and in accordance with general business practice;
    6. legal – it complies with applicable laws; and
    7. documented – the expense must be approved in accordance with and complies with SK Magic’s standard operating procedures.

B.     Accepting Gift

  • In general, our Personnel are expected to refuse (or avoid accepting) gifts and inform the third party of this Policy with the exceptions being:
    1. corporate gifts of nominal / appropriate value;
    2. festive or ceremonial gifts of appropriate value during festive seasons or other ceremonial occasions;
    3. exchange of gifts at a company-to-company level;
    4. when refusing the gift is likely to offend and harm SK Magic’s business relationship with the giver;
    5. gifts given as part of SK Magic’s corporate social responsibility programmes; or
    6. gifts given during invitation to speak at conferences or work-related conferences.
  • Our Personnel and Business Partners must not directly or indirectly solicit for gifts from any party for themselves or for or on behalf of SK Magic. Our Business Partners should not give gifts to our Personnel.
  • Our Personnel must record any gift received, irrespective of value, in the Declaration of Hospitality, Gifts and other Benefits Form within five (5) working days of receipt. In no circumstances may our Personnel (or anyone on their behalf) accept gift in the form of cash or cash equivalent (except for red packet tradition in token amount during the relevant festive season) from any party having business dealings with SK Magic.

5.2   Entertainment

A.     Providing Entertainment

  • It is a common practice within the business environment to provide entertainment to foster business SK Magic recognises the need to provide reasonable and proportionate entertainment under appropriate circumstances. Our Personnel may offer appropriate and proportionate entertainment that is legal and reasonable within the scope of their work as part of business networking as well as a measure of goodwill towards the recipients.
  • Whilst the act of hospitality through entertainment is a central part of business etiquette, it may create a negative perception if observed or known by others despite selfless motives behind the entertainment provided. Our Personnel must always bear in mind that perception is more important than facts and therefore our Personnel is expected to always exercise proper care and good judgement when providing entertainment to external parties.
  • Our Personnel must not directly or indirectly provide or offer to provide entertainment with a view to cause undue influence or in exchange for favours or advantages. Such acts are considered corruption.

B.     Accepting Entertainment

  • SK Magic recognises that occasional acceptance of appropriate and proportionate entertainment provided by Business Partners or other parties in the normal course of business is a legitimate way to network and to build business relationships.
  • However, it is important for our Personnel to exercise proper care and good judgement before accepting entertainment offered or provided by Business Partners or other external parties. This is to safeguard SK Magic’s reputation and avoid allegations of impropriety or undue influence or worse, corruption.
  • Our Personnel must at all times conduct themselves with integrity in relation to accepting entertainment from any Our Personnel or any of their family members must not accept entertainment in exchange for an exercise or non-exercise of their job function or activity.

5.2   Corporate Hospitality

  • Corporate hospitality is generally corporate events or activities organised by an organisation, which involves entertainment of employees and/or other parties for the benefit of that organisation. Examples of corporate hospitality includes seminars / workshop / talks on subject matters relevant to the industry and town hall sessions. Other parties may include customers, contractors, consultants, bankers, lawyers, service providers of any kind, stakeholders with whom a business relationship (whether past, present or prospective) exists and the public at large.

A.     Providing Corporate Hospitality

  • SK Magic recognises that providing corporate hospitality be it through corporate events, sport events or other public events, is a legitimate way to network, promote goodwill and build business relationships.
  • While providing appropriate and proportionate corporate hospitality is a reflection of SK Magic’s courtesy and generosity, our Personnel must exercise proper care and good judgement to ensure that the arrangement is legal under applicable laws, made for the right reasons and reasonable in its form and limit. More importantly, it must not be given or give rise to the perception that it is given to obtain business or advantage of any kind or unduly influence the outcome of a business decision.
  • Malaysia and international anti-bribery and anti-corruption laws impose strict restrictions on the value and level of corporate hospitality to be accorded to public officials. SK Magic is committed to complying with all applicable laws and our Personnel must exercise special caution when providing corporate hospitality to public officials. Our Personnel must consult their immediate supervisor when offering any corporate hospitality to public officials.

B.     Accepting Corporate Hospitality

  • As a general principle, our Personnel must not directly or indirectly solicit corporate hospitality or accept corporate hospitality of any form that is excessive, inappropriate, illegal or given in response to, in anticipation of, or to influence a favourable business decision. For instance, our Personnel must refrain from accepting corporate hospitality from Business Partners who are engaged in a tender or competitive bidding exercise of SK Magic.
  • Notwithstanding the above, SK Magic recognises that occasional acceptance of an appropriate level of corporate hospitality given in the normal course of business is usually a legitimate contribution to building good business However, our Personnel must exercise proper care and good judgement to ensure that the arrangement is legal under applicable laws, made for the right reasons and reasonable in its form and limit. More importantly, it must not be accepted or give rise to the perception that it is accepted to obtain business or advantage of any kind or unduly influence the outcome of a business decision.

6. DONATIONS AND SPONSORSHIP

6.1   Prohibition of Donation / Contribution to Political Parties or Individual Politicians

  • Our Personnel and Business Partners must not make donation or funding of any kind to political parties or individual politicians or towards political campaigns or initiatives for or on behalf of SK Magic. Any request for political donation or contribution must be pre-approved by the Board of Directors of SK Magic and no political contribution may be made unless SK Magic has received a satisfactory opinion from qualified local counsel as to its legality under applicable laws.
  • Our Personnel may participate in political activities in their individual capacity with their own money and at their own time but to make it clear that their individual political views and actions are personal and not reflective or representative of SK Magic. SK Magic will not reimburse any personal political contributions.

6.2    Charitable or Educational Donations and Sponsorships

  • SK Magic will only provide charitable or educational donations and public welfare sponsorships if they are ethical and legal under applicable laws. All donation and sponsorship expenses must be approved in accordance with SK Magic’s standard operating procedures. Our Personnel and Business Partners must never use donations or sponsorships to obtain business or advantage of any kind or unduly influence the outcome of a business decision or cause others to perceive it as such. The use of donations or sponsorships in this manner is strictly prohibited under this Policy.

7. BUSINESS PARTNERS AND THEIR CONDUCT

  • Our Personnel must carry out proper due diligence process and comply with all applicable SK Magic’s standard operating procedures before on-boarding any Business Partners. This include informing them of SK Magic’s Anti-Bribery and Anti- Corruption Policy and with effect from the date of this Policy.
  • Our Personnel must monitor our Business Partners’ performance from time to time to be in compliance with this Policy, and where breach or suspected breach arises, immediate action must be taken. Failure to comply with this Policy by our Business Partners may lead to immediate termination of contract and claim for damages.
  • In addition to all applicable anti-bribery and anti-corruption laws to which it may be subjected to, SK Magic expects our Business Partners to comply with this Policy in relation to all dealings by them for, on behalf of or involving SK Magic. Our Business Partners must also refrain and procure its affiliates to refrain from taking any action that would result in a violation of any applicable anti-bribery and anti-corruption laws and this Policy.
  • Unless evidence suggests otherwise, all our Business Partners are independent contractors. They are not agent of or representative of SK Magic and they are not entitled or must not hold themselves out to have the authority to bind SK Magic for any purpose.

8. DEALING WITH GOVERNMENTS AND PUBLIC OFFICIALS

  • Our Personnel and Business Partners must comply with all applicable laws, conduct themselves with integrity and apply the highest ethical standards whenever they deal or otherwise engage with governments, government agencies, regulatory bodies, statutory bodies (whether local or foreign) and any of its officials.
  • Our Personnel or Business Partners must not directly or indirectly exert, or attempt to exert, any improper or illegal influence on public officials.
  • If any information is required by any government, government agencies, regulatory bodies, statutory bodies (whether local or foreign), our Personnel must always consult their immediate supervisor before responding to such requests and ensure that all information provided is in good faith, truthful and accurate.
  • Any improper or secret payments or transfer of items of any value (including facilitation payments) to public officials is strictly prohibited. If you have any doubts on whether such payments constitute an improper, secret and/or facilitation payments, please refer to the Legal Team.
  • Any improper or secret payments or transfers of items of value through intermediaries, or a third party, with the knowledge that all or part of the payment will contribute directly or indirectly as improper, secret or facilitation payments to a public official is also strictly prohibited.

9. CONFLICTS OF INTEREST

  • Conflicts of interest arise where there is a personal interest that can be considered to have potential interference with objectivity in performing duties or exercising judgement for or on behalf of SK Magic. Our Personnel must avoid situations in which their personal interest would conflict with their duties and responsibilities. Our Personnel must not use their position, official working hours, SK Magic’s resources and assets, or information available to them for personal gain or to SK Magic’s disadvantage.
  • In situations where conflict of interest arises, our Personnel are required to immediately declare the matter to their immediate supervisor.

10. WHISTLEBLOWING CHANNEL

  • If you suspect or reasonably believe that this Policy has been, or is being breached, you have an obligation to report your concerns to the Legal Team and where applicable, you may report such concerns using the reporting channels under the Whistleblowing Policy available at https://www.skmagic.com.my/.
  • All concerns reported will be taken seriously, treated in a confidential manner and investigated immediately. Your anonymity will be protected unless the disclosure is required by law pursuant to an investigation or legislation, but you may be required to provide a statement as supporting evidence to any investigation. Any retaliation directed against anyone making such report will not be tolerated.
  • All reports shall be made in good faith and the report must be legitimate. Anyone who makes any malicious, scandalous or vexatious report, and particularly if they persist with such untrue allegations, they will be subjected to SK Magic’s disciplinary actions.
  • If you have any queries or concerns about whether an act might constitute bribery or corruption, please contact the Legal Team.

11. ANTI-BRIBERY AND ANTI-CORRUPTION COMPLIANCE FUNCTION

  • SK Magic has established and will continue to maintain a Legal Team to be responsible for all anti-bribery and anti-corruption compliance matters.
  • The Legal Team is adequately equipped to act effectively against bribery and corruption in the following manner:
    1. provide advice and guidance on anti-corruption compliance programmes and issues relating to bribery and corruption;
    2. take appropriate steps to ensure that there is adequate monitoring, measurement, analysis and evaluation of the anti-corruption compliance programme; and
    3. report on the performance of the anti-corruption compliance programme to the management regularly.
  • Appropriate resources shall be provided for the effective operation of the anti-corruption compliance programme and the Legal Team is staffed with persons who have the appropriate competence, status, authority and independence.
  • The lines of authority for the Legal Team tasked with responsibility for overseeing the anti-corruption compliance programme shall be direct to the board of directors.

12. REGULAR MONITORING AND REVIEW

  • SK Magic is committed to making the anti-bribery and anti-corruption efforts a continuous effort to maintain the reputation and standards of SK Magic.
  • Regular audits shall be conducted to monitor, review, improve and assess the performance, efficiency and effectiveness of ongoing anti-bribery and anti-corruption efforts by SK Magic. Such audits may be conducted internally by SK Magic or by an external party. The results of any audit, risk assessment, review of control measures and performance shall be reported to the board of directors and acted upon accordingly.
  • Our Personnel is encouraged to raise any concerns or inadequacies in the anti-corruption compliance programme to the Legal Team.

13. ENFORCEMENT FOR NON-COMPLIANCE

  • SK Magic regard acts of bribery and corruption seriously and will take appropriate actions in the event of non-compliance of this Policy. For our Personnel, non-compliance of this Policy may lead to disciplinary action and termination of employment.
  • For Business Partners, non-compliance of this Policy may lead to termination of contract and claim for damages.

14. TRAINING AND COMMUNICATIONS

  • This Policy is a public document which shall be communicated to all our Personnel and Business Partners. Our Personnel and Business Partners must read and understand SK Magic’s position on anti-bribery and anti-corruption.
  • Adequate training on SK Magic’s anti-bribery and anti-corruption approach shall be provided to our Personnel.

15. GENERAL ENQUIRIES

16. CONFIRMATION BY OUR PERSONNEL

  • Effective from the date of this Policy, all our Personnel shall confirm that they have read, understood and will abide by this Policy. A copy of this confirmation shall be documented and retained by Human Resources Department for the duration of employment.

17. REVISIONS

  • This Policy will be updated, amended or revised from time to time to ensure its adequacy in implementation and enforcement.