Anti-Corruption Policy
TOP MANAGEMENT'S COMMITTMENT AGAINST BRIBERY AND CORRUPTION
As the pioneer payment gateway company in Malaysia, iPay88 (M) Sdn. Bhd. (“the Company”) is committed to participating in and fostering the growth of a business environment that is free of corruption. The Company practices zero tolerance for corruption and bribery and is devoted to acting with the highest level of integrity in all our business dealings and relationships and implementing procedures to prevent the occurrence of corruption and bribery.
In line with such a commitment and in following the Guidelines on Adequate Procedures [pursuant to Section 17A(5) under the Malaysian Anti-Corruption Commission Act 2009], this Anti-Corruption Policy has been developed with the view that it serves as a guide to all members of the Senior Management, officers and employees (“Employee” and/or “”Employees”, as the case may be) and shall include suppliers, agents, service providers and subcontractors of the Company (“Vendor” and/or “Vendors”, as the case may be) to uphold the highest standard of integrity and accountability in discharging their respective duties.
By implementing this Anti-Corruption Policy, the Company aims to maintain a culture of transparency, ethical conduct, and accountability, promoting fair and impartial business practices throughout the Company. The Company expects every Employee to uphold and adhere to the principles stated in this Anti-Corruption Policy. It is an absolute expectation that guides the Company’s collective commitment to integrity, transparency, and ethical conduct. Together, let us build a culture of zero tolerance towards corruption and pave the way for a fair and transparent business environment.
– The Management of iPay88 (M) Sdn. Bhd.
APPENDIX TO THE ANTI-CORRUPTION POLICY
This Appendix to the Anti-Corruption Policy (“the Appendix”) shall serve as an extension to the commitments stated in the Company’s Anti-Corruption Policy (which both collectively shall be referred to as “Anti-Corruption Policy”) and shall be similarly incorporated and enforced in the Company’s organisation. The Anti-Corruption Policy is to read together with the Company’s Whistleblowing Policy, Gift & Entertainment Policy, Anti-Money Laundering/Countering Financing of Terrorism (AML/CFT) Policy, Employee Handbook and other relevant policies of the Company.
The objective of this Appendix is to identify and set out the adequate procedures for the Company’s Employees whom this Appendix applies to, in support of and to supplement the Company’s efforts in its fight against corruption and bribery.
This Appendix is subject to review pursuant to paragraph 8.1 below and may be updated from time to time. Notwithstanding the Company’s notification of such an update including but not limited to publications on the Company’s website and the Company’s communication to the external parties and Employees. Employees are encouraged to keep themselves always updated on all the Company’s policies.
1. Responsibilities of Key Personnel
1.1. Senior Management
1.1.1. The Senior Management shall approve the Appendix.
1.1.2. For avoidance of doubt, Senior Management here refers to the C-Suite Management of the Company.
1.2. Corporate Level
1.2.1. Legal Team is the custodian of the Anti-Corruption Policy and shall implement the same by setting out the Appendix for Senior Management’s approval.
1.2.2. Human Resources (“HR”) Team will organise the relevant anti-corruption training and awareness & compliance programmes, annually, for Employees (both new and existing) in order for them to be well equipped to identify, avoid, resist and report bribery. Post-training assessments will also be conducted by HR Team on all Employees. The training programme must be developed to commensurate with the Anti-Corruption Policy.
1.2.3. Risk Management Team will evaluate the effectiveness of the procedures adopted from time to time and advise the Senior Management of any changes that may be required of the Anti-Corruption Policy.
1.3. Executing Team
1.3.1. HR Team shall communicate the Anti-Corruption Policy to all Employees, both existing and newcomers.
1.3.2. Procurement Team shall communicate the Anti-Corruption Policy to all Vendors of the Company.
1.3.3. In respect of the conduct and/or activities of the Employees, all teams shall take steps to recognize the types of gratification, bribery and corruption that may occur within the business of the Company.
1.3.4. HR Team and Finance Team shall ensure an adequate system of internal control exists and operates effectively to minimize the opportunity for Employees to receive or give or offer any form of gratification, a bribery inducement in the conduct of the Company’s business for personal benefit or for the benefit of the Company.
1.4. Employees
1.4.1. Employees are expected to always act ethically and with integrity when representing the Company.
1.4.2. Employees are expected to report any incidents of bribery or corruption to the Company’s whistleblowing channel as soon as the employee becomes aware of the same.
1.4.3. Employees are expected to refrain from accepting or giving any form of gratification or bribery either voluntarily or when asked to do so in the conduct of the Company’s business for personal benefit or for the benefit of the Company.
1.4.4. Regulators and/or law-enforcement may, whether announced or unannounced, carry out operations on the premises of the Company to obtain evidence for the purpose of their investigation (hereinafter known as a “Raid”). In the event of a Raid, Employees shall act in accordance with the Company’s Dawn Raid Policy.
2. Conflicts of Interest
2.1. Conflict of interest may occur when an individual or entity may have competing interest, financial or otherwise, which could lead to a compromise in their integrity and judgement.
2.2. The Company intends to take all reasonable steps to prevent and mitigate such conflicts, whereby all Employees, specifically the respective Head of Departments and/or Team Leads shall determine the best course of action to resolve and manage such conflicts of interest.
2.3. The relevant Head of Departments and/or Team Leads, prior to and during conduct of business with the relevant persons, are tasked to keep a record of and to carry out a comprehensive due diligence, including but not limited to background checks and document verifications as well as record keeping, as follows:
| Department | Recommended safeguards |
|---|---|
| Procurement Team |
|
| Human Resources Team |
|
| Legal Team |
|
| Partnership / Sales / Innovative Partnership / Merchant Compliance Team |
|
2.4. Employees have a duty to ensure that they disclose and report any potential conflicts of interest promptly to their respective Heads of Departments. In cases where conflicts of interest are identified, appropriate measures shall be taken to mitigate or eliminate such conflicts, line with the Company’s Anti-Corruption Policy.
2.5. The following is a non-exhaustive list of examples Employees can take note of that may give rise to corruption and bribery:-
2.5.1. Payment for performing no service other than ‘facilitating’
2.5.2. Abnormally high fees or commission
2.5.3. The prospective Employee, Vendor or business partner have no track record
2.5.4. An insistence on meeting without company representatives being present
2.5.5. Requesting advance or cash payments
2.5.6. Requesting payment via third parties
2.5.7. Operating in a country or territory with perceived high corruption
3. Gifts, Entertainment, Hospitality and Travel
3.1. This section is to be read together with the Company’s Gift and Entertainment Policy and Item 7 of the Company’s Anti-Corruption Policy.
3.2. An Employee is encouraged to follow the following suggested Gift and Hospitality Compliance Checklist when dealing with gifts and hospitality:
3.2.1. Only give gifts for a legitimate purpose
3.2.2. Make sure gifts are proportionate and appropriate in the given circumstances
3.2.3. In respect of gifts/entertainment received by and given out by the Company, be transparent and declare gifts / entertainment (record them in the Company’s gift and entertainment / hospitality register (“Gift and Hospitality Register”) maintained by the Finance Team in line with the Company’s Gift and Entertainment Policy.
3.2.4. Consider timing and context when giving or receiving gifts
3.2.5. Be mindful of and don’t exceed the financial thresholds of gifts and/or entertainment as set in the Gift and Entertainment Policy in respect of gifts and/or entertainment received or to be given
3.2.6. Be mindful of how your conduct could affect the Company’s reputation
3.2.7. Decline gifts graciously
3.2.8. Get advice from respective Heads of Department and/or Team Leads and/or Legal Team when in doubt
4. Donations and Sponsorships (including political donations)
4.1. This section is to be read together with Item 6 of the Company’s Anti-Corruption Policy.
4.2. The Company acknowledges that donations and sponsorships can be a part of our corporate social responsibility. However, such donations and sponsorships are not to be used as, or perceived to be, bribes.
4.3. It is the Company’s policy to discourage sponsoring the following entities:-
4.3.1. Any political parties or affiliated groups
4.3.2. Unregistered or foreign charities
4.3.3. Organisations associated with customers
4.3.4. Any activity in which a foreign public official has an interest
4.4. Employees shall register any donation or sponsorship in the donation and sponsorship register maintained by the Finance Team (“Donation and Sponsorship Register”) in line with the instructions given by the Employee’s respective Heads of Department.
5. Facilitation Payments
5.1. This section is to be read together with Item 4.2 of the Company’s Anti-Corruption Policy and the Company’s Whistleblowing Policy.
5.2. Employees are strongly encouraged to utilize the Company’s whistleblowing channel to report any instances of Facilitation Payments or any suspicions of internal or external wrongdoing, whether by employees or third-party contractors.
6. Financial Controls
6.1. Financial controls are to be implemented within the Company to establish transparent and clear authorisation when it comes to funds going in and out of the Company. Examples of such controls include but are not limited to clear signing authority matrixes which set out the designated signatories and approvals needed for the different types of documents.
6.2. Payment related documents in respect of Employees and Vendors (including but not limited to claim applications, salary pay outs and gifts) are to be approved by authorised persons (i.e. Head of Department and/or Senior Management) pursuant to the signing authority matrix to release or receive the said payment.
7. Non-Financial Controls
7.1. The Company shall conduct bribery risk assessment and risk-based due diligence on service providers and due diligence during recruitment and ongoing background checks on employees, particularly those in key roles with identified corruption risk.
7.2. Respective Head of Departments of Procurement, Sales and Partnership Teams must acknowledge & approve relevant tender and/or Vendor agreements & final approval to be obtained from Senior Management.
8. ABAC Policy Framework Management
8.1. Legal Team will conduct review of this Anti-Corruption Policy once a year and/or when there is a change required for regulatory compliance, whichever is earlier.
8.2. Risk assessment shall be conducted once every three (3) years, with intermittent assessments conducted when necessary by the Risk Management & Audit Committee (“RMAC”). Risk assessment may include, but is not limited to, the following:-
8.2.1. Opportunities for corruption and fraud activities that result from the weaknesses in the Company’s governance framework and internal procedures;
8.2.2. Financial transactions that may disguise as corruption payments;
8.2.3. Business activities that the Company conducts in countries/sectors that pose a higher corruption risk;
8.2.4. Non-compliance of external parties acting on behalf of the Company regarding legal and regulatory requirements to anti-corruption;
8.2.5. The Company’s relationship with third parties in the supply chain which are likely to expose the Company to corruption.
8.3. Internal Audit shall be conducted once a year by the Internal Audit department. Internal Audit shall contribute to corrective action & continual improvement of the Anti-Corruption Policy.
8.4. An external audit (or assessment) shall be carried out by a qualified and independent third party once every three (3) years to obtain assurance that the Company is compliant with this Anti-Corruption Policy. Such external audit/assessment shall be initiated by Legal Team together with RMAC where the audit/assessment findings shall be acknowledged by RMAC.
8.5. Any audit findings (whether internal and/or external) shall be presented to the Senior Management.
8.6. This Anti-Corruption Policy shall be published on the Company’s website and internal communication channels. HR Team will coordinate with Marketing Team for the timeframe to conduct any necessary communication plans in respect of the Company’s position
9. Record Keeping
9.1. This section is to be read together with Item 11 of the Company’s Anti-Corruption Policy.
9.2. Employees to ensure all necessary documents are retained and managed appropriately according to all applicable laws.
9.3. Records of relevant documents should be kept for at least six (6) years following the date of completion of the transaction or termination of the business relationship or occasional transaction.
10. S.17 A of the Malaysian Anti-Corruption Act 2009 (“MACC Act”)
10.1. The MACC Act is the primary legislation on anti-corruption in Malaysia. The other relevant laws and guidelines include the Penal Code, the Public Officers (Conduct and Discipline) Regulations 1993 and the Guidelines on Giving and Accepting Gifts in the Civil Service.
10.2. S.17A (1) of the MACC Act makes a commercial organisation liable for an offence committed under the MACC Act by a person associated with it where such person corruptly gives, agrees to give, promises or offers to any person any gratification with the intention to obtain or retain business for the commercial organisation or to obtain or retain an advantage in the conduct of the business for the commercial organisation.
10.3. The meaning of “person associated” is extremely wide and covers a director, partner, or an employee of a commercial organisation or a person who performs services for and on behalf of the commercial organisations. This would include Employees of the Company, at all levels of employment.
10.4. Therefore, if an offence is committed by the Company, the Company’s Employees will also be deemed to have committed the offence, UNLESS it can be proven that the offence was committed without the person’s consent and that due diligence to prevent the commission of the offence was exercised.
10.5. The sentence for an offence committed under S.17A is a maximum fine of ten times the sum of gratification or RM1,000.000, whichever is higher or to imprisonment of a term not exceeding 20 years, or both.
10.6. Hence, adherence to this Anti-Corruption Policy is important for each Employee to play their part in abiding by the MACC Act. The risk of corruption will never be zero but the Company’s attitude towards it can help minimize the risk for our Employees to be embroiled in the same.
LEGAL/APPABAC/ver 1.0/30082023