Doing Business the Right Way, Every Day
Anti-Bribery and Corruption Policy
1.0 Introduction
Evolution Commerce Sdn. Bhd. and its group of companies (“EVOCOM”) is committed to a zero-tolerance approach in its efforts to prevent corrupt and bribery practices. All of EVOCOM’s business dealings must be conducted in an ethical and transparent manner.
2.0 Purpose
The purpose of this P&P is to clearly set out the responsibilities of EVOCOM and the personnel working for EVOCOM to comply with laws against corruption / bribery and to further provide information and guidance to all personnel working for EVOCOM on how to recognize and deal with corruption and bribery issues.
3.0 Applicability
This P&P is applicable to EVOCOM and all its subsidiaries, and is intended to apply equally to all Directors, employees and any business associates and others performing work or services for or on behalf of EVOCOM.
4.0 Roles and Responsibilities
Below sets out the roles and responsibilities to be discharge by the relevant parties in respect of the anti-bribery framework:
- Board of Directors
- Approving the Group’s anti-bribery policies and procedures.
- Supervising the effectiveness of the implementation of the company’s anti-bribery programme.
- Ensuring the anti-bribery programme are reviewed once every three years.
- Chief Executive Officer
- Ensuring appropriate and adequate resources are allocated for operating the anti-bribery programme effectively.
- Ensuring the anti-bribery programme is consistently applied throughout the Group.
- All Employee and Business Associates
- Continuously adhere to the Group’s Anti-Bribery and Corruption Policy & Procedures.
- Remain vigilant at all times and report any suspected or actual bribery or corruption in accordance with the Group’s Whistle-blowing Policy.
5.0 Definitions
Generally, bribery and corruption include any action of giving or receiving “gratification” as defined below.
Bribery is the offering, promising, giving, accepting or soliciting of an advantage as an inducement for action/decision which is illegal, unethical or a breach of trust. A bribe is an inducement or reward offered, promised or provided in order to gain any commercial, contractual, regulatory or personal advantage and can take the form of any gratification as defined below.
Corruption is the abuse of entrusted power for private gain.
Gratification is defined in the Malaysian Anti-Corruption Commission Act 2009 to mean:
- 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;
- any office, dignity, employment, contract of employment or services, and agreement to give employment or render services in any capacity;
- any payment, release, discharge or liquidation of any loan, obligation or other liability, whether in whole or in part;
- any valuable consideration of any kind, any discount, commission, rebate, bonus, deduction or percentage;
- any forbearance to demand any money or money’s worth or valuable thing;
- 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
- any offer, undertaking or promise, whether conditional or unconditional, of any gratification within the meaning of any of the preceding paragraphs (a) to (f).
6.0 Anti-Bribery and Corruption Policy Statement
EVOCOM is dedicated to upholding the highest standards of ethical conduct in all its operations. We are strongly against corruption and are committed to complying with all relevant anti-corruption laws and regulations in Malaysia.
Our Commitment:
- Zero Tolerance: We maintain a zero-tolerance stance towards corruption. No employee, officer, director, or anyone acting on our behalf shall offer, promise, give, request, or accept any bribe or improper payment.
- Compliance: We are committed to complying with all relevant anti-corruption laws in Malaysia, including but not limited to the Malaysian Anti-Corruption Commission Act 2009 (MACC Act) and other related legislation.
- Integrity: We conduct our business with honesty, integrity, and transparency.
- Due Diligence: We will conduct appropriate due diligence on third parties acting on our behalf.
- Reporting: We encourage the reporting of any suspected instances of corruption through established channels without fear of retaliation.
- Training: We will provide appropriate training to our employees on anti-corruption principles and our policy.
7.0 Risk Assessment
Pursuant to clause 4.2.1 of the Guidelines on Adequate Procedures issued pursuant to, the CFO, CPO and Finance Manager will conduct a corruption risk assessment on half-yearly basis and when there is a change in law or circumstance of the business. This is to identify, analyse, assess and prioritise the internal and external corruption risks faced by EVOCOM.
The assessment may include the following:
- opportunities for corruption and fraud activities resulting from weaknesses in EVOCOM’s governance framework and internal systems/ procedures;
- financial transactions that may be disguise as corrupt payments;
- business activities in countries or sectors that pose a higher corruption risk;
- non-compliance of external parties acting on behalf of EVOCOM regarding legal and regulatory requirements related to anti-corruption.
- relationships with third parties in its supply chain (e.g. agents, vendors, contractors, and suppliers) which are likely to expose EVOCOM to corruption.
The risk identified will be incorporated into EVOCOM Group Risk Register and presented to the Audit Committee half-yearly for review.
A comprehensive risk assessment review will be performed by an external service provider every three (3) years.
8.0 Guidance on Common Forms of Bribery and Corruption
1. Gift, Entertainment and Hospitality
The Board, employees, family members or agents acting for or on behalf of EVOCOM are prohibited from, directly or indirectly: –
- receiving gifts and/or entertainment from any Third Parties that have Business Transaction with EVOCOM; or
- providing gifts and/or entertainment to Third Parties that have Business Transaction with EVOCOM.
However, it should be noted that, for the purpose of development and maintenance of good business relationship, it is inevitable that gift, entertainment or hospitality may be offered or accepted. In such case, the gift, entertainment and hospitality to be provided or accepted must be reasonable, appropriate, aligned with law and regulations and within bona fide corporate hospitality. As a general rule, the value of gift, entertainment or hospitality must not be greater than RM500 and should not cause the receiving party to be unduly influenced or obligated.
Other examples of acceptable gifts and/or benefits are as follows:
- Token gifts offered in business situations or to all participants and attendees for example, work-related seminars, conferences, and trade and business events;
- Gifts presented at work-related conferences, seminars and/or business events;
- Gifts given in gratitude for hosting business events, conferences and/or seminars;
- Refreshments or meals during meetings or as participants of work-related conferences and/or seminars; and
- Meals for business purposes.
Where it is inappropriate to decline the offer of a gift (i.e. when meeting with an individual of a certain religion/culture who may take offense), the gift may be accepted so long as it is declared to the Chief Financial Officer, who will assess the circumstances. Required form for the disclosure and declaration to be submitted to the Chief Financial Officer can be found in Appendix I.
After assessing the circumstances, the Chief Financial Officer will submit his recommendation to the Chief Executive Officer for approval.
All directors, employee and business associates intending to purchase gift and/or benefits must ensure ALL the following conditions are fulfil before approaching the Chief Executive Officer and Chief Financial Officer to obtain approval:
- There shall not be any corrupt/ criminal intent;
- The giving out of gift and/ or benefit shall be transparent;
- They do not have or perceived to be affecting action(s) or decision(s) of the receiving party or expectation of any special/ specific favour or benefit;
- They are limited and customary; and
- They are intended to maintain good rapport with the vendors/ customers.
2. Charitable Contribution/ Donations and Sponsorship
Charitable support and donations are acceptable, whether in-kind services, knowledge, time, or direct financial contributions. However, all directors, employee and business associates must be careful to ensure that charitable contributions are not used as a scheme to conceal bribery.
No charitable contribution/ donations and sponsorship can be offered or made without the prior approval of the Chief Executive Officer and Chief Financial Officer, subject to the Company’s Limits of Authority. Proof of the charitable contributions/ donations and sponsorship shall be submitted to the Finance Department for documentation and record-keeping.
All directors, employee and business associates must be guided as follows:
- Ensure that all charitable donations made are legal and ethical under local laws and practices.
- Prohibition of donation/contribution to political parties or individual politicians.
All directors, employee and business associates must not make donation or funding of any kind to political parties or individual politicians or towards political campaigns or initiatives for or on behalf of EVOCOM.
- All directors, employee and business associates must never use donations or sponsorships to obtain business or advantage of any kind or unduly influence the outcome of a business decision or cause others to perceive it as such.
For sponsorship request, the directors, employee and business associates must fill-up the Sponsorship Request Form in Appendix 2 and submit to the Chief Financial Officer for review.
The Chief Financial Officer will provide his recommendation and seek approval from the Chief Executive Officer.
3. Facilitation Payment
Facilitation payment refers to any payment in form of bribe for purpose of expediting or facilitating the performance of public or government services. Payment made for express services according to price schedule that are publicly published do not fall into facilitation payment in this context.
All directors, employee and business associates must not make, and will not accept any form of Facilitation Payments.
EVOCOM recognises that, despite our strict policy on facilitation payments, directors, employee and business associates may face a situation whereby avoiding a facilitation payment may put their /their family’s personal security at risk. Under these circumstances, the following steps must be taken;
- Keep any amount to the minimum (not more than RM1,000);
- Create a record concerning the payment; and
- Report this incident to the Chief Financial Officer.
Upon full disclosure made to the Chief Financial Officer, he will inform the Chief Executive Officer of the incident.
9.0 Due Diligence
The Group shall conduct due diligence on all Directors, employee and business associate prior to their appointment or engaging into a contractual relationship.
1. Dealing with business associates and third parties
Dealings with business associates and third parties, which include contractors, suppliers, agents, consultants, joint venture partners, introducers, intermediaries etc., must be carried out in compliance with all relevant laws and consistent with the values and principles of the Group’s Code of Conduct and Code of Ethics.
Due diligence on business associates and third parties should be performed by Finance Department.
2. Dealing on recruitment of employee
Key considerations prior to acceptance of shortlisted candidate(s) cover the following:
- Past criminal records (if any).
- Potential fraud, bribery or corruption committed in the previous organisation.
- Verification of past employment or institution of learning references, where applicable; and
- Conflict of interest, i.e., relationship with any employee, vendor, customer, or Director of the Group.
Due diligence on recruitment of employee should be performed by Human Resource Department.
10. Reporting Procedure
All Directors, employee, business associate and the public are encouraged to report any misconduct, attempted, suspected and actual bribery or corruptions activities in accordance with the Group’s Whistle-blowing Policy which is published in the Company’s website at www.evocom.com.my
Reports may be made anonymously if so desired. There will be no reprisal for the submission of any information or report that is submitted in good faith and in reasonable belief. The identity for such information shall be protected and is regarded confidential.
The results of all Anti-Corruption activities shall be communicated to the Audit Committee promptly.
11. Violation of this P&P
The Group strictly prohibit all form of bribery and corruption, and will not tolerate any act of bribery or corruption. Any violation to this P&P by the Directors, employee or business associate may lead to disciplinary action or termination of contractual relationship. Actions imposed by the Group in respect of violation to this P&P do not remove the rights of the Group to report the incidents to the relevant authorities or discharge the ramifications imposed by the relevant authorities.
12. Record Keeping
The Company shall keep all financial records, not limited to invoices, accounts and other documents related to third parties, complete and maintain appropriate internal controls. ‘Off-the-books’ to facilitate or conceal improper payments in the Company’s books and records are strictly prohibited.
13. Training and Communication
This P&P is a public document which shall be communicated to all Employees and business associates. Employees and business associates must read and understand EVOCOM’s position on anti-bribery and anti-corruption. Annually, employees and business associates must submit an attestation on their compliance to this P&P as set out in Appendix 3.
The Chief Financial Officer will conduct or arrange for Anti-Corruption training sessions, which may include web-based training to be conducted at least annually.
- Penalties and Sanction
1. Bribery
The following penalties apply to violation of the MACC Act 2009 prohibition:
- Imprisonment – not exceeding 20 years; and
- Fine – not less than RM10, 000 or 5 times of the value of gratification (if it can be valued) whichever is higher.
2. Reimbursement
EVOCOM will not reimburse a fine paid by Directors, employee or business associate.
15. Board Approval
This P&P was reviewed by the Board of Directors of the Company on 1 October 2025.