- Sime Darby Property CapitaLand (Melawati Mall) Sdn. Bhd. (“SDPCMA”) embraces a strong
stance against fraud, bribery and corruption and sets appropriate standards in managing fraud,
bribery and corruption risks.
DEFINITION OF FRAUD, BRIBERY AND CORRUPTION
is the use of deception with intention of obtaining an advantage or avoiding an obligation
or causing loss to another party. Fraud can be perpetuated by employees, third parties or a
collusion between employees and third parties.
- Broadly, there are three types of fraud:
a. Asset Misappropriation
b. Financial Statement Fraud
c. Bribery & Corruption
LAWS & REGULATIONS
- Directors and employees are required to comply with all the applicable laws and regulations in
Malaysia such as the Malaysian Anti-Corruption Act 2010, amongst others. (see Annex A)
POLICY AGAINST ALL FORMS OF FRAUD, BRIBERY AND CORRUPTION
- SDPCMA, its directors and employees are fully committed to conducting business with the
highest ethical standards and integrity, and in compliance with all applicable laws and
- SDPCMA adopt a ‘zero-tolerance’ approach against all forms of FBC.
- All Directors and Employees are prohibited from engaging or attempt to engage in any form of
FBC either directly or indirectly. SDPCMA will protect any Director or Employee who refuses
to take part in any FBC activities and is committed to ensure that there will be no detrimental
or retaliatory actions taken against such Director or Employee.
- In addition, all Directors and Employees are expected to act with honesty and integrity at all
times in their course of work or duties.
STRICT PROHIBITION AGAINST ALL FORMS OF BRIBERY AND CORRUPTION
- SDPCMA’s directors and employees are strictly prohibited from participating in any acts
of bribery and corruption which includes, directly or indirectly:
a. Offering, promising, giving, accepting or soliciting of an undue advantage of any value
(which could be financial or non-financial) as an inducement or reward for a person
acting or refraining from acting in relation to the performance of that person’s duties;
b. Aiding, abetting, attempting or conspiring to commit any acts of bribery or corruption.
- Through Intermediaries and Third Parties
- SDPCMA prohibits all forms of corrupt payments that are made through any intermediaries,
including third parties acting on behalf of SDPCMA as such payments are illegal and will
implicate SDPCMA under the corporate liability provision.
- Facilitation Payments
- Facilitation payments generally refer to payments made directly or indirectly to public or
government officials to secure or expedite the performance of a routine or necessary
governmental action to which the payer believes he is legally entitled.
- Facilitation payment is a form of bribery and is illegal under the laws of Malaysia. Employees
are prohibited from making and/or giving of such payment either directly or indirectly through
any third party whether for themselves and/or on behalf of SDPCMA.
- Employees are required to immediately report to Approving Officer should an offer or request
for facilitation payment is received from any third party.
- An exception to the above, are facilitation payments made by an employee who genuinely
believes his life, limb or liberty would be at risk. However, the employee must report the making
of such payments.
- Corporate Gifts & Concessionary Offers, Travel & Entertainment
SDPCMA prohibits the giving and accepting of gifts and hospitality to influence business
decision. Directors and employees of SDPCMA and their family members(*) are strictly
prohibited from giving, offering, soliciting and accepting of gifts, entertainment, travel and
hospitality of any kind or value offered by and to current and potential vendors, suppliers,
customers, agents, business partners or any other individual or organization (collectively
known as third parties) at any time, regardless of the reasons behind the gift.
(* such gift is deemed provided to the Director or employee as it would not have been normally
offered to their relatives if not due to their relationship with the Director and/or Employee).
- Should there be a situation or circumstances where Director or Employee received corporate
gifts and concessionary offers GET even though it was not solicited:
(i) Employees are required to disclose and report the receipt of such gifts or concessionary
offers to your head of department using the Declaration of Gift Received Form in the
Corporate Gifts & Concessionary Offers Policy (“Gifts Policy”).
(ii) Where possible, return the gift to the sender.
(iii) If not feasible or practical to return the gift, surrender the gift to the Head of Department,
who will consult HR and Approving Officer on the appropriate treatment of the gift.
i) Directors are required to disclose the receipt of GET to Board Chairman, where the
Group Company Secretary will be informed to enable the disclosure to be recorded in
the Director’s GET Register.
ii) Treatment of gift should be dealt with the same manner as far as practical as prescribe
for employees’ item (ii) above.
- Any unreturned gifts, where practical, shall be donated to a preferred charity identify by
- Any corporate gifts, entertainment and hospitality provided to third party must be in compliance
with the Corporate Gifts and Concessionary Offers Policy, which provides guidance over the
provision or receipt of business courtesies such as gifts, hospitality and entertainment.
- All expenses incurred to provide Corporate Gift, Business travel, Business entertainment and
corporate hospitality must be properly documented, transparent, receipted and properly
recorded in SDPCMA records.
- GET and Corporate Hospitality Provided to Public Officials
- Public Officials are individuals currently serving the public office, candidates for public office,
officials of any political party and official of state-owned enterprise. SDPCMA is committed to
interact and engage with Public Officials in an open and transparent manner and in compliance
with applicable laws and regulations
- Provision of GET and Corporate Hospitality to Public Officials or their family members may
attract the attention of relevant anti-corruption agencies and authorities in most jurisdiction
as it can be considered a form of bribe.
- Therefore, any GET and Corporate Hospitality involving Public Officials and their family
i) Require prior approval by [Approving Officer];
ii) Not be given in his personal capacity;
iii) Not be excessive and lavish, where it must commensurate with the official desination
of the Public Officials; and
Fraud, Bribery & Corruption Policy
For SDPCMA Page 6 of 10
iv) Expenditure should only be as to what is necessary in the undertaking of the duties
(travel, accomodation, meal expenses directly associated to the reasonable travel
- For avoidance of doubt, the following expenses for public officials are prohibited:
i) Payment of expenses of family members other than spouse that is required as part of
the discharge of the official duties
ii) Payment of holiday or recreational expenses of the Public Official and their family
- Sponsorship and Donations
- SDPCMA is also committed to be a good corporate citizen in the communities in Malaysia.
Through sponsorships and donations, SDPCMA participates in charitable, community and
social events that are organised by, or held in collaboration with independent third parties.
- Sponsorship can be in the form of contribution in cash, in kind or in services to support an
event, activity, person or organization. Donation is the provision of cash or other items of value
and usually is made to assist disaster relief, in support of charities that provides for people in
need either nationally or internationally.
- All sponsorship and donation made by SDPCMA must fully comply with applicable laws and
legislation, given through proper channels, are justified and reasonable in value and
frequency. The sponsorship or donation is only to be made after making necessary enquires
and due diligence to ensure that the actual beneficiary of the sponsorship or donation are not
linked to Public Officials or SDPCMA’s customers that can be seen as a way to influence
official decision to the benefit of SDPCMA. The sponsorship or donations must not be
structured or concealed as any other arrangements to avoid the application of internal approval
- All sponsorship and donation must be approved by Approving Officer or in accordance to the
SDPCMA’s Financial Authority Limits and the Gifts Policy.
- Political Donation.
- Political donation refer to contributions, whether in cash or in kind that is made directly to
political parties, political candidates or indirectly to persons or parties connected or associated
with them such as charity or otherwise.
- SDPCMA does not make any donation to any political recipients as described in paragraph
- Dealing with third parties.
- SDPCMA is committed to do business with those who comply with applicable legal
requirements and whose actions are consistent with SDPCMA’s FBC policies. SDPCMA will
not hesitate to take the necessary actions, which include but not limited to termination of the
transaction or contract should a third party breach SDPCMA’s FBC policies or any bribery &
corruption regulations or legislation.
- SDPCMA will ensure its business dealings with third parties willl be conducted impartially,
objectively and free from influence inside or outside SDPCMA. All business transaction enter
into with third parties will be based on merit, in line with SDPCMA procurement policies and
- Directors and Employees must maintain accurate and complete records of all business
transactions and documents relating to reports, disclosures, policies or any document to
safeguard SDPCMA against allegation of bribery.
- Directors and employees is prohibited from concealing, falsify, alter or distort the true nature
of any transaction. This include intentionally making a false or misleading entry in a record,
report, file or claim.
- Directors and Employees must promptly report all incidents of actual or suspected FBC.
- Actual or suspected FBC reports can be filed in through SDPCMA’s whistleblowing channels
as prescribed in the whistleblowing policy.
- The whistleblowing process and mechanism, including the protection afforded to those who
raised their concerns in good faith, are outlined in the whistleblowing policy.
- SDPCMA will provide the necessary training for all Directors, Employees, and where
applicable, third parties acting for and/or on behalf of the SDPCMA, to raise awareness and
improve knowledge on FBC requirements.
CONSEQUENCES FOR NON-COMPLIANCE
- SDPCMA takes all reports and incidents of possible violations of this policy seriously, and
shall investigate them thoroughly in accordance with the relevant investigation procedures.
- Directors and Employees are expected to provide full cooperation during an investigation.
SDPCMA will not hestiate to take the necessary action against Directors or Employees who
impede, frustrate, conceal or misstate information during an investigation.
- Besides potential criminal and civil liabilities involving fines and/or imprisonment, disciplinary
and/or legal action will be taken against employees who perpetrate any FBC and/or are
found to be in non-compliance with SDPCMA’s policy against FBC. Such FBC or noncompliance could also expose SDPCMA to criminal or civil liabilities and reputational damage.
- Disciplinary actions could also be taken against employees who have knowledge of such
violations but conceal it from SDPCMA, or who take detrimental or retaliatory actions against
other employees who report such non-compliance.
- The Policy shall be reviewed where the Policy may be modified, to maintain compliance with
applicable laws and regulations or accommodate organizational changes. This review will be
carried out by the Board of Directors of SDPCMA, subjected to the approval of the shareholders
ANNEX A: SUMMARY OF MALAYSIA’S ANTI-CORRUPTION LAWS (AS AMENDED FROM TIME
- The Malaysian Anti-Corruption Commission Act 2009 (“MACC Act”), which has extra
territorial effect, 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
- The MACC Act does not make a distinction between private sector bribery and bribery
of public officials. The provisions dealing with the offence of accepting gratification and
giving and accepting gratification by agent has general application and so they apply to
any person regardless of whether the bribery was between two private individuals or
whether a public officer was involved. There are, however, also separate offences under
the MACC Act dealing with bribery of public officials, both domestic and foreign.
- Further, Section 17A (1) of the Malaysian Anti-Corruption Commission Act (Amendment)
Act 2018, makes a commercial organisation2
liable for an offence committed under the
MACC by a person associated3
with it. Any commercial organization who commits an
offence under Section 17A of the Malaysian Anti-Corruption Commission Act
(Amendment) Act 2018, will on conviction be liable to a fine of not less than ten times
the sum or value of the gratification, where such gratification is capable of being valued
or is of pecuniary nature or one million ringgit, whichever is the higher or to imprisonment
for a term not exceeding twenty years or to both. It is a defence to prosecution under
Section 17A(3) of the Malaysian Anti-Corruption Commission Act (Amendment) Act
2018, that where a commercial organization commits an offence, a person who is (a) a
director, controller, officer or partner; or (b) who is concerned in the management of its
affairs, at the time of the commission of the offence, proves that the offence was
committed without his consent or connivance and that he had exercised due diligence to
prevent the commission of the offence as he ought to have exercised, having regard to
the nature of his function in that capacity and to the circumstances. In addition, in Section
17A(4), it is a defence if the commercial organization proves that it had in place adequate
procedures to prevent its the persons associated with the commercial organisation from
undertaking the conduct in question.
- Under Section 24(1) of MACC, any person who commits an offence under Sections 16,
17, 21, 22 and 23 of the MACC Act will on conviction be liable to imprisonment and a
- Under Section 24(2) of MACC, any person who commits an offence under Section 18 of
the MACC Act will on conviction be liable to a fine5