DEALING WITH PUBLIC OFFICIALS POLICY AND PROCEDURES

1. OBJECTIVES

   1. PPB Group¹ is committed to conducting its business in accordance with applicable laws and regulations and in a way which will maintain and enhance its reputation in the market. One aspect of this commitment is that PPB Group always behaves in a professional, honest, and responsible manner and avoids any conduct which may be considered to be corrupt or contrary to good corporate ethics.
   2. PPB Group strictly prohibits any activity that seeks to bribe, corrupt or otherwise improperly influence a Public Official in any country, or to act (or omit to act) in a way that differs from that official’s proper duties, obligations, and standards of conduct.

2. APPLICABILITY

   1. This Policy and Procedures should be read in conjunction with the Code of Conduct & Ethics, Whistleblowing Policy and Procedures and other relevant Group policies.
   2. This Policy and Procedures applies to all PPB Group’s Personnel² , Business Associates³ and any other person associated with PPB Group, wherever located.

3. DEFINITIONS

   1. Bribery can be any inducement or reward offered, promised, or provided in order to make a person act improperly, or to reward them for having done so. It is important to recognize that a bribe can be anything of value, and therefore is not only related to the payment of money. For example, it could include offering entertainment, gifts, travel, job offers and advantages for family or friends.
   2. A Public Official includes:
   1. a person who holds a legislative, administrative, regulatory, or judicial position of any kind, whether appointed or elected.
   2. a person performing the duties of an officer or position created under a law of a country or territory (including foreign country), or by the custom or convention of a country.
   3. a person in the service of a government body including a member of the military or the police force.
   4. a politician, judge, or member of the legislature of a country.
   5. an employee, official or contractor of a government body or state-owned enterprise.
   6. an employee, contractor, or person otherwise in the service of a public international organization (such as the United Nations).
   7. an individual who is or who holds himself or herself out to be an authorized intermediary of a Public Official.

4. PROHIBITED BEHAVIOR

   Under this Policy and Procedures, PPB Group’s Personnel, Business Associates, and any other person associated with PPB Group (including their representatives) must not :

   1. Bribe a Public Official
      
      Personnel and Business Associates must not seek to bribe, corrupt or otherwise improperly influence a Public Official in any country. Such actions are in direct violation of the Group’s ABAC Policy and Procedures and the Code of Conduct & Ethics. This conduct is also an offence under the laws of many jurisdictions where the Group operates. Committing bribery may expose PPB Group and the individual to criminal penalties. These penalties could include substantial fines and, in the case of an individual, imprisonment. Team members may also be subject to internal disciplinary action, including possible dismissal.
   2. Make a ‘Facilitation Payment’
      
      PPB Group also prohibits its Personnel and Business Associates from making Facilitation Payments to Public Officials in any country. A facilitation payment may constitute a bribe and is made with the intention of expediting an administrative process.
      
      For more information on Facilitation Payment, please refer to the Group’s No Facilitation Payment Policy and Procedures.

5. DEALING WITH PUBLIC OFFICIALS

   1. Each entity under the PPB Group should have appropriate procedures for dealing with Public Officials. These procedures should include appropriate training so that team members understand the special circumstances which apply to dealing with public officials.
   2. PPB Group’s Personnel should follow the general prohibitions and guiding principles as detailed in the No Gifts Policy and Procedures and the Hospitality and Entertainment Policy and Procedures.
   3. Generally, the offering of gifts, hospitality or entertainment to Public Officials would be inappropriate in a range of circumstances, including where the Public Official is exercising their discretionary power such as in a tender process. However, in some limited circumstances, and depending on local laws, this may be permitted subject to prior approval from the Head of Company (“HOC”) (for foreign entities only), or the Chief Executive Officer (“CEO”), or the Group Managing Director (“Group MD”) and based on HOD’s recommendation.
      
      For clarity, the approval process under Section 5.3 above does not include the provision of light refreshments such as tea, coffee and sandwiches, or meals consumed on PPB Group’s premises. For more information, please refer to the No Gifts Policy and Procedures and Hospitality and Entertainment Policy and Procedures.

6. POLITICAL LOBBYING, POLITICAL DONATIONS AND POLITICAL ACTIVITIES

   1. Any form of political lobbying (the act of attempting to influence decisions made by officials in the government) by PPB Group’s Personnel or Business Associate is STRICTLY PROHIBITED.
   2. Any form of political donation made on behalf of the Group is STRICTLY PROHIBITED. For more information on political donations, please refer to the Charitable Donations and Sponsorship Policy and Procedures.
   3. Senior Personnel⁴ must not attend or participate in any political activities, e.g. party conferences or events, where they are, or may be deemed to be, representing the Group, without the prior approval of the HOC (for foreign entities only), or the CEO, or the Group MD.
      
      For clarity, any employee who attends or participate in political activities, should be doing so within their personal capacity, that is, while employee is off duty, away from the office/ workplace/ any of the Group’s property, and without the use of the Group’s uniform, vehicle or the Group’s logo.
   4. Any third party who is authorized to engage with a Public Official on behalf of PPB Group is required to read and acknowledge their understanding of this Policy and Procedures.

7. EXPENDITURES

   Any expenditures in respect of gifts, hospitality and entertainment for Public Officials should be approved in accordance with the Group’s No Gifts Policy and Procedures and Hospitality and Entertainment Policy.

8. DETECTING AND REPORTING

   1. PPB Group recognizes the value and importance of Personnel and Business Associates reporting identified or suspected instances of bribery of Public Officials and other corrupt practices and strongly supports such disclosures and reports.
   2. Team members should remain alert to any instances of:
   1. other team members, joint venture partners, project partners or advisers, attempting to, or succeeding in, bribing, or corrupting a Public Official, or
   2. where their conduct does not meet the standards of behavior required under this Policy and Procedures.
   3. Reports concerning possible instances of bribery of Public Officials, or other examples of corrupt practices, should be made in accordance with the Group’s Whistleblowing Policy and Procedures, or reported to the Risk/ Integrity Officer, or the Head of Risk/ Integrity, or to PPB Group Berhad’s Risk Management & Integrity Department (“PPBHQ RMID”).

9. OTHER CONSIDERATIONS

   Public Officials often have their own Code of Conduct (or equivalent) relating to acceptance of gifts, hospitality, or entertainment. These guidelines generally provide that acceptance of gifts, hospitality or entertainment would be inappropriate in a range of circumstances, including where the provider of the gift, hospitality or entertainment is involved in a tender process or is the subject of a decision within the discretionary power or substantial influence of the government employee concerned.

   The Group recommends that all its Personnel, Business Associates and any third party who is authorized to engage with a Public Official on behalf of PPB Group, read and familiarize themselves with the Public Officials Code of Conduct (or equivalent) before engaging with them.




Footnote

1. “The Group”, or “PPB Group” refers to PPB Group Berhad and its subsidiaries.

2. Refers to the Group’s directors and employees.

3. For purposes of this Policy, the term “Business Associates” includes, but not limited to, suppliers, vendors, contractors, agents, service providers, consultants, advisers, distributors, joint venture, or partners consortia parties, and any other third party acting for or on behalf of PPB Group.

4. “Senior Personnel” here refers to the Group’s employees with job grade 8 and above.