| 2.0 |
SCOPE
The scope of this ABCP applies to ViTrox and all of its subsidiaries. It applies to the Board of Directors (“Board”), the employees (whether on a permanent, contractual or temporary basis) and third parties acting on behalf of ViTrox.
Third parties refer to business associates who have dealings with ViTrox such as, sub-contractors, vendors, consultants, agents, representatives, distributors, sales channel partners, public bodies, customers and other intermediaries who perform work or services for/on behalf of ViTrox.
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| 3.0 |
STATEMENT
| 3.1 |
INTRODUCTION
In ViTrox’s commitment in upholding a zero-tolerance approach on bribery and corruption practices, an ABCP has been developed in cohesion with our Anti-Bribery Management System (“ABMS”) to distinguish the boundaries of interactions and dealings between all employees of ViTrox and external parties. Parallel with fulfilling their legal obligations, ViTrox firmly believes that the foundation in maintaining sustainable business relationships rests upon honesty, integrity and ethical business practices.
This ABCP governs the measures to be taken when an employee or third parties are subjected to any potential acts of bribery or misconduct that could curtail the efforts of ViTrox in combating acts of bribery and corruption. As such, the ABCP is to be read in conjunction with ViTrox’s Code of Ethics, Whistleblowing Policy and Procedures, and the Malaysian Anti-Corruption Commission Act 2009 (as amended) (“MACC Act”). |
| 3.2 |
ANTI-BRIBERY AND CORRUPTION COMMITMENT
The Board of ViTrox and Top Management are committed in executing their corresponding business functions or performance in a fair and transparent manner in order to prevent, detect and mitigate the risks of unethical practices.
The FIVE (5) fundamental principles, (i.e. Integrity, Accountability, Courage, Trust and Respect and Gratitude and Care) cultivated throughout ViTrox demonstrates the commitment of the Board and Top Management of ViTrox in advocating for a robust working culture in ViTrox.
In addition to the 5 fundamental principles, the key etiquettes of No Bribe/Cheat, No Blame, No Give Up, No Criticise/Condemn and No Complacent (B.B.G.C.C.) are to be duly observed by all levels of employees without exception.
The Top Management shall routinely monitor the bribery and corruption risks of ViTrox and report all prominent cases to the Board for expedited resolution.
The Board shall review this ABCP at least once every 3 years to ensure it remains effective, relevant, and aligned with the applicable laws and regulations. All Directors and employees shall provide an annual written declaration affirming compliance with this ABCP and confirming that they have not been involved in any bribery or corruption-related offences. |
| 3.3 |
GIFTS, ENTERTAINMENT AND CORPORATE HOSPITALITY
| 3.3.1 |
Gifts
ViTrox expresses its stance of not accepting or receiving any gift in its Gift, Meals, Entertainment, and Travel Policy (“GMET Policy”). The Board and the employees, immediate family members, or relatives and all persons with close relationship acting on behalf of ViTrox are strictly prohibited from directly, or indirectly to solicit or receive gifts to gain unfair business advantage or benefit to a personal, immediate family and agent which would be perceived to contain bribery and corruption elements.
Under no circumstances shall the Board and the employee, his/her immediate family members or relatives and all persons with close relationship accept gifts in the form of cash or cash equivalents. |
| 3.3.2 |
Corporate Hospitality (Meals and Entertainment)
Corporate hospitality, including meals and entertainment, should be reasonable, proportionate, and directly related to legitimate business purposes. It shall not be offered or accepted where it may improperly influence, or be perceived to improperly influence, a business decision.
All hospitality offered shall comply with ViTrox’s internal policies and must be exercised with proper judgement, transparency, and accountability. Any travel or accommodation expenses extended to third parties shall comply with the relevant internal procedures and serve a clear business purpose. |
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| 3.4 |
DEALINGS WITH PUBLIC OFFICIALS
ViTrox prohibits any form of political donations or in-kind contributions to any political parties, organisations associated with public officials, political party officials or candidates for political office.
All interaction with public officials must be conducted with integrity, transparency, and in compliance with applicable laws and ViTrox’s internal policies. Employees and Directors are to exercise heightened caution and good judgement in such dealings to ensure that no actual or perceived undue influence arises. |
| 3.5 |
FACILITATION PAYMENTS
ViTrox prohibits giving or accepting any facilitation payment by external parties or public officials. The Board and the employees shall disclose incidents that involve facilitation payments to the Anti-Bribery Compliance Team (“ABCT”) as soon as possible.
ViTrox only permits individuals from public officials or private entities to request for payment in exchange for facilitating administrative services such as customs declaration, port clearance, issuance of travelling visa, passport clearance at frontiers, loading and unloading of cargo and processing of working permits. |
| 3.6 |
CORPORATE SOCIAL RESPONSIBILITIES (“CSR”), SPONSORSHIPS AND DONATIONS
ViTrox supports CSR activities, sponsorships, and donations that are genuine, transparent, and undertaken in good faith. These contributions must never be used to improperly influence a business decision or to serve as a channel for bribery or corruption.
All CSR activities, sponsorships, and donations must comply with ViTrox’s internal approval processes to ensure the legitimacy of recipients and alignment with ViTrox’s corporate values. |
| 3.7 |
DEALINGS WITH THIRD PARTIES
ViTrox engages with a wide range of third parties, including sub-contractors, vendors, consultants, agents, representatives, distributors, sales channel partners, public bodies, customers and other intermediaries who perform work or services for or on behalf of ViTrox. All business dealings with third parties must comply with applicable laws, this ABCP, and ViTrox’s Code of Ethics.
ViTrox expects all third parties to uphold the same standards of integrity and ethical conduct when representing or working with the company. ViTrox does not tolerate any form of bribery or corruption in its business relationship and may suspend or terminate dealings with any party that fails to meet these standards. |
| 3.8 |
SANCTIONS ON NON-COMPLIANCE
ViTrox takes all allegations of bribery and corruption seriously. The ABCT investigates reported incidents and oversees case resolution. Verified breaches of the ABCP may result in disciplinary or remedial actions, including warnings, suspension, termination of employment or contracts, recovery of losses, and referral to the relevant authorities. For third parties, breaches may result in suspension or termination of business dealings and potential legal action.
Employees and third parties must promptly report suspected bribery or corruption through ViTrox’s reporting channels, including the whistleblowing mechanism (vitroxwhistle@gmail.com). ViTrox strictly prohibits retaliation against any reporting party who raises concerns in good faith, even if the report is not substantiated after investigation. These sanctions are in addition to penalties that may be imposed under the MACC Act, including Section 17A on corporate liability. |
| 3.9 |
FOREWARNINGS
Employees and Directors must remain alert to warning signs that may indicate bribery or corruption risks. Any concern or perceived red flag must be reported immediately to the ABCT.
Examples of such forewarnings include, but are not limited to:-
- Objections to anti-bribery warranties in the agreements or contract;
- Offer lavish or excessive gifts, hospitality, or entertainment;
- Known association with improper business contacts or reputation for soliciting or providing bribes;
- Transaction involves a country known for high incidence of corrupt payments;
- Close personal or business ties with government or public officials;
- Complex or unusual payment arrangements, such as request for cash payment to third parties or unjustified advances;
- Requests for anonymity or lack of transparency;
- Absence of an established workplace or inadequate credentials for the nature of the engagement;
- Frequent submission of inconsistent data without valid justification; and
- Background or reference checks revealing concerns about the third party’s integrity or reputation
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| 3.10 |
REFERENCES
- Malaysian Anti-Corruption Commission Act 2009
- Bursa Malaysia Securities Berhad Main Market Listing Requirements
- Guidelines on Adequate Procedures
- Whistleblowing Policy and Procedures
- ViTrox’s Code of Ethics
- Gifts, Entertainment and Corporate Hospitality Policy
- Facilitation Payment Policy
- Political Contribution Policy
- Dealing with Third Parties and Public Officials Policy
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