1) POLICY AND OBJECTIVE
1.1 Game On Holding Sdn Bhd (“GOHSB”) and its subsidiaries (“the Group”) are committed to conducting its businesses with the highest standards of professional integrity and ethical behaviour and the same is required of every officer, employee and business partners.
1.2 The Group are committed to conducting its businesses to the best of our knowledge and belief in accordance with all the all-applicable laws and regulations in the areas that it operates. These laws include but not limited to Anti-Money Laundering and Anti-Terrorism Financing Act 2001, Malaysian Anti-Corruption Act 2009 (Amendment 2018), Personal Data Protection Act 2010 and Competition Act 2010. These laws prohibit acts of bribery and corruption, and mandate that companies establish and maintain adequate procedures to prevent bribery and corruption.
1.3 This Policy aims to ensure that all officers, employees, and business partners the Group are aware of their obligation to disclose any corruptions, briberies, conflicts of interest or similar unethical acts that they may have, and to comply with this Policy to follow highest standards of ethical conduct of business.
1.4 This policy will be updated as the Law and Regulations changes to incorporate the latest standards in accordance to all applicable laws and regulations.
2) SCOPE OF POLICY
2.1 The Anti-Bribery and Corruption Policy is a means where it is designed to offer a frame of reference and guidance to all persons working for and with the Group in ensuring that all applicable laws are observed and complied at all times.
2.2 This policy applies to :
a. The Board of Directors
b. All Employees of the Group.
c. Any persons providing and or receiving services to the Group, namely, business partners, operators, agents, contractors, and consultants.
3) ANTI-BRIBERY AND ANTI-CORRUPTION
3.1 The Malaysian Anti-Corruption Commission in its website (www.sprm.gov.my) describes corruption as the act of giving or receiving of any gratification or reward in the form of cash or in-kind of high value for performing a task in relation to his/her job description.
It has clearly specified that the act of Soliciting, Giving, Accepting or Receiving, directly or indirectly to/from a person in authority in the form of money, services or valuable goods as an inducement or reward to or not to do an act in relation to the person’s principal affairs: as undertaking the act of corruption.
3.2 Under the Malaysian Anti-Corruption Commission Act 2009 (Amendment 2018), “Gratification” means of the below:
a. 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;
b. any office, dignity, employment, contract of employment or services, and agreement to give employment or render services in any capacity;
c. any payment, release, discharge or liquidation of any loan, obligation or other liability, whether in whole or in part;
d. any valuable consideration of any kind, any discount, commission, rebate, bonus, deduction or percentage;
e. any forbearance to demand any money or money’s worth or valuable thing;
f. any other service or favour 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, whether or not already instituted, and including the exercise or the forbearance from the exercise of any right or any official power or duty; and
g. any offer, undertaking or promise, whether conditional or unconditional, of any gratification within the meaning of any of the preceding paragraphs (a) to (f);
3.3 The main offences under the MACC Act are:
a. Soliciting or receiving gratification;
b. Offering or giving gratification;
c. Intending to deceive;
d. Using the office or position for gratification (abuse of position);
e. Failing to report when offered bribery
3.4 The Malaysian Anti-Corruption Commission (Amendment) Act 2018, which will be in force on 1 June 2020 introduces two (2) more offences, being:
• Offering / Giving Gratification by commercial organisation (Corporate Liability) – Section 17A MACC Act.
• Deemed Parallel Personal Liability for Senior Personnel (Personal Liability) – Section 17A (3) MACC Act.
3.5 It further mentions that the act of Bribery, Fraud, Abuse of Power & Money Laundering are all acts of Corruption.
3.6 Corruption may include “bribery” which is any offering, promising, giving, requesting agreeing to receive, accepting a gratification, or other advantages with the intention of inducing or rewarding someone to perform their job function or activity improperly. Form of bribery includes kickbacks, inflated commissions, expensive gifts, and political donations, excessive or inappropriate entertainment.
3.7 If any of the employee and/ or any person(s) associated with the Group is found to corruptly give or accept any of the above mentioned with the intention to obtain or retain business or an advantage in the conduct of business either individually or for the commercial organization, it shall be deemed as an offence and is punishable in accordance with the Malaysian Anti-Corruption Commission Act 2009 (Amendment 2018) 17S. (2) which may be liable to fines of not less than ten times the sum of value of the gratification which is the subject matter of the offence, where such gratification is capable of being valued or is of pecuniary nature, or one million ringgit whichever is the higher, or imprisonment for a term not exceeding twenty (20) years or both
3.8 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. The directors, officer, employees and business partners of the Group 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, the officer, employees and business partner 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. The directors, officer, employees and business partners of the Group 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) GIFTS, HOSPITALITY AND ENTERTAINMENT
4.1 The directors, officer, employees and business partners of the Group shall not solicit or accept lavish gifts or gratuities or any offer, payment, promise to pay, or authorization to pay any money, or anything of value that could be interpreted to adversely affect business decisions or likely to compromise their personal or professional integrity.
4.2 No bribes, kickbacks or other corrupt payments in any form should be made to or for anyone for the purpose of obtaining or returning business or obtaining any other favours.
4.3 Occasional business gifts of modest value or entertainment maybe allowed but no gift or entertainment may be offered or given if it is deemed to be illegal or deemed to be inappropriate. Any forms of gifts of modest value or entertainment that is more than the value of RM100.00 must be declared transparently to respective Head of Department or management.
4.4 All parties are required to submit a declaration form if any forms of gifts or entertainment are given at the immediate receival of such gifts or entertainments.
4.5 Game On Holding Sdn Bhd and all of its subsidiaries do not practice tipping and thus any directors, officer, employees and business partners of the Group shall not receive any forms of tips given by any parties.
5) FACILITATION PAYMENTS
5.1 Facilitation payments are a form small bribe payment 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. In Malaysia, facilitation payment is seen as a form of corruption.
5.2 In any case, all persons whom are working for and with the Group must never pay, offer, solicit or receive any forms of facilitation payments under any circumstances. For any instances of facilitation payments or any form of bribes, the officer, employees and business partners of the Group are expected to immediately notify the higher authority within the Group as guided in the procedures set in the Whistle-blower Policy of the Group. All documents related must be shown immediately and to be kept properly.
6) POLITICAL CONTRIBUTIONS
6.1 In general, the Company does not make any political contribution of any sorts to support any political candidate, incumbent or party. The funds or resources of the Company must not be used under any circumstances be used to make any direct or indirect political contributions on behalf of the Company without any prior approval from the Board of Directors.
7)DONATIONS & SPONSORSHIPS
Donations in the form of charity is permissible as a form of commitment by the Company to corporate social responsibility. However, any forms of donations and sponsorships must be carefully examined for legitimacy and not to be made to improperly influence a business outcome of the Group.
Any forms of sponsorships and donations by the Group are expected to comply with a set of guidelines prior to any form of contributions are distributed, such as:
a. All form of contributions within the jurisdiction of the applicable laws;
b. Authorization has been received by internal and external parties.
c. All contributions are to be given to legitimate entities with proper administration of the funds.
d. Ensured that the contributions are not done as a means to directly influence or obtaining a significant advantage to the Group in its business processes.
e. Not done as a means to cover up any form of bribery or corruption.
f. Not done as a way to tarnish company reputation.
8) THIRD PARTIES
8.1 The Group ensures that proper due diligence processes are done in an effort to ensure that all third parties or business partners agree to adhere to the Company’s standard operating procedures/policies/guidelines before engaging formal agreements with the Group.
9) CONFLICT OF INTERESTS
9.1 All officer, employees and business partners of the Group should endeavour to avoid situation that present a potential or actual conflict between their interest and the interest of the Company.
9.2 Directors, officers and employees are required to disclose to the Board any situation that may be, or appear to be, a conflict of interest (“Conflicted Director, officers and employees”). Directors, officers and employees are, therefore, obliged to act in the best interest of the Group.
9.3 A “conflict of interest” may occur when:
a. When a person’s private interest interferes in any way, with the interest of the Group; and/or
b. When a director, officer, employee or his/her family member takes an action or has an interest that may make it difficult for that director, officer and employee to perform his/her work objectively and effectively;
c. Director, officer and employee (or his or her family member) receives improper personal gains as a result of their position in the Group.
9.4 Directors, officers and employees are not to use information gained in the course of their duties for personal gains, to seek to use the opportunities they acquire in the course of their tenure as directors, officers and employees of the Company and/or its subsidiaries to promote their private interests or those of connected persons, firms, business or other entities.
9.5 Directors, officers and employees are not to use information gained in the course of their duties for personal gains, to seek to use the opportunities they acquire in the course of their tenure as Directors and Employees of the Company and/or its subsidiaries to promote their private interests or those of connected persons, firms, business or other entities.
9.6 In the event of a conflict of interest, potential or otherwise exists, the Conflicted Director, Officers and Employees should be absent from the meeting which the Board discusses the matter unless the Conflicted Director, Officers and Employees has been invited to be present in that meeting to clarify or assist in the discussion of the matter and not to vote on matter.
9.7 Directors, Officers and Employees shall declare any personal, professional or business interests that may be in conflict with their responsibilities.
WHISTLEBLOWING
The Group encourages all its employees, business partners and customers to report any real and/or suspected bribery or corruption that has occurred. It is the policy of the Group to provide assurance that anyone who makes a report, complaint or disclosure would be protected against reprisals and/or retaliation from his/her colleagues, immediate superior, head of department/division or external parties. However this is subject that the report, complaint or disclosure is made in good faith, belief and without any malicious intent. (Details refer to the Group’s Whistleblower Policy). The Group has established a proper whistleblowing channel where any reports, complaints and disclosure can be made to [email protected] which is covered under the Group’s Whistleblowing Policy.
VIOLATION AND NON-COMPLIANCE OF POLICY
11.1 Any violation or non-compliance pertaining to this policy or any other standard operation procedures/policies/guidelines related to this policy are viewed seriously by the Group and is subject to serious disciplinary action (including the termination of employment) and criminal prosecution.
11.2 For Business Partners, non-compliance of this policy may lead to termination of contract, criminal prosecution and claim for damages.
MONITORING, REVIEW AND REVISION OF POLICY
12.1 The Group is committed in ensuring that this policy is a continuous effort in order to maintain the reputation and standards of the Group. Thus, the Group shall ensure that a review of this policy is done yearly to assess its effectiveness and ensure that it continues to remain relevant and appropriate, such reviews may take the form of an internal audit, or an audit carried out by an external party.
12.2 The Group reserves total rights to all amendments, deletions or changes to any terms and conditions or any part of this policy when necessary including the use of an additional form, should there be a need to develop one.
12.3 The AC shall review this Policy once in two (2) years or upon changes to the relevant rules and regulations, whichever is earlier and make the appropriate recommendation to the Board on any proposed amendments to the Policy. Periodic review would also be made to ensure the relevance and alignment with the Group’s needs and structure as well as material changes in the business and risk profile of Key Responsible Person.
EMPLOYEES COMMITMENT
13.1 This Policy is a public document which is shall be communicated to all directors, officers, employees and business partners of the Group and published in Game On Holding’s Corporate Website at www.gameonthemepark.com, as such all directors, officers, employees and business partners are deemed to have read, understood and will abide by this Policy.
13.2 The Group shall ensure that adequate training on anti-bribery and anti-corruption shall be provided to the directors, officers, employees and business partners from time to time.
13.3 The directors, officers, employees and business partner are responsible for understanding and complying with the policy/policies. In particular, the employees should be familiar with applicable requirements and directives of the policy and communicate them with the subordinates.
13.4 The employees are required to sign the policy acknowledgement form and a copy of the acknowledgement form shall be kept by the Human Resource Department for the duration of employment.
CORRUPTION RISK ASSESSMENT
14.1 The Group shall ensure that a comprehensive risk assessment of the Group’s exposure in relations to bribery and corruption risk shall be carried out at least once every 3 years with intermittent assessments conducted when necessary.
14.2 The risks assessments shall include all forms of financial and non-financial such as separation of duties and approving powers or multiple signatories for transactions.
RECORD SAFEKEEPING
15.1 All records should be in proper filing to be maintained with accuracy and completeness for all payments made to third parties in the ordinary course of business which is proven as evidence that such payments not linked to corrupt and/or unethical manner.
15.2 Employees must declare all gifts, hospitality or entertainment to respective head of department for recording purposes. All expenses claim from employees incurred to third parties should be approved by Head of Department and specifically recorded the reason for such expenses.