Anti-Corruption Policy

 ANTI-CORRUPTION POLICY

1. GIFT POLICY

Areca recognizes that providing gift modestly is a legitimate way of building business relationships and as such a common practice within the business environment to foster good business relationship with clients. As such, eligible employees are allowed to entertain external clients through a reasonable act of hospitality as part of business networking as well as a measure of goodwill towards the recipients. Areca practices stringent “Gift Policy” whereby the receiving and provision of gifts are permitted only in the following situations:
 
a) Exchange of gift at the company-to company level (e.g. gift exchanged between companies as part of an official company visit/ courtesy call and thereafter said gift is treated as company property);
 
b) Gift from company to external institutions or individuals in relation to the company’s official functions, events and celebrations (e.g. commemorative gifts offered to all guest attending the events);
 
c) Gift from Areca to employees, agents and directors and/or their family members in relation to an internal or externally recognized Company function, event and celebration (e.g. in recognition of an employee’s. director’s service to the Company);
 
d) Token gifts of nominal value normally bearing the Areca or company’s logo or (e.g. t-shirts, pens, diaries, calendars and other small promotional items) that are given out equally to members of the public, delegates, customers, partners and key stakeholders attending events such as conferences, exhibitions, training, trade shows etc. and deemed as part of the company’s brand building or promotional activities;
 
e) Gifts to external parties who have no business dealings with Areca (e.g. monetary gifts or gifts in-kind to charitable organisations); and
 
f) Acceptance and provision of gift pursuant to the Code of Ethics and Conduct.

1.1 Receiving Gift
 
The Company is very much aware that the exchange of gift can be a very delicate matter where, in certain cultures or situations, gift giving is a central part of a business etiquette. Despite acknowledging Areca’s Gift Policy, some external parties may still insist in providing gift to Areca’s employees, directors, agents and/ or their family members in certain situations which do not fall within the general exceptions.
 
Although the general principle is to immediately refuse or return such gifts, accepting a gift on behalf of Areca is allowed only in very limited circumstances, whereby refusing the gift is likely to seriously offend and may sever Areca’s business relationship with the Third Party. However, in no circumstances may an employee, director, agents or their family/ household members accept gifts in the form of cash or cash equivalent.
 
1.2 Providing Gift
 
Generally, employees and associates are not allowed to provide gifts to third parties with the exception of the Chairman and CEO and any other officers identified in the gift and entertainment policy.
 
2. ENTERTAINMENT
 
2.1 Providing Entertainment
 
Areca recognizes that providing modest entertainment is a legitimate way of building business relationships and as such a common practice within the business environment to foster good business relationship with external clients. As such, eligible employees are allowed to entertain external clients through a reasonable act of hospitality as part of business networking as well as a measure of goodwill towards the recipients.
 
In some countries, the act of hospitality through entertainment is a central part of business etiquette. However, this may not necessarily be the case in every country or in all circumstances as it may create a negative perception if observed or known by others despite selfless motives behind the entertainment provided.
 
2.2 Receiving Entertainment
 
Areca recognises that the occasional acceptance of a reasonable and modest level of entertainment provided by third parties in the normal course of business is a legitimate way to network and build good business relationships.
 
However, it is important for employees, agents and directors to exercise proper care and judgment before accepting entertainment offered or provided by a third party. This is not only to safeguard the Company’s reputation, but also to protect employees and directors from allegations of impropriety or undue influence.
 
You are required to comply with the policies and procedures of your Human Resource Department in relation to receiving entertainment from third parties.
 
In no event, however, may you or any of your family/household members accept entertainment in exchange for a favorable exercise from Areca authority or otherwise to the detriment of Areca.

3. CORPORATE HOSPITALITY
 
Corporate hospitality is generally defined as “corporate events or activities organised by an organisation which involves the entertainment of employees and third parties for the benefit of that organisation”. Third parties may include customers, potential customers, contractors, external companies and any other stakeholders with whom a business relationship, whether current, prospective or historic exists.
 
Corporate events and activities include but are not limited to sporting events, gala dinners, concerts or activity based events such as golf tournaments.
 
Corporate hospitality is recognised as a legitimate way to network and build goodwill in business relationships. However, there is a fine line between what is considered to be legitimate vs. illegitimate forms of corporate hospitality. The question is whether there is any intention to influence or be perceived to influence the improper outcome of a business decision by providing the corporate hospitality.
 
Corporate hospitality would be illegitimate in the following situations:
 
  • If it provides an advantage to another person if offered;
  • If it is given with the intention of inducing the person to perform a relevant function improperly; or
  • If there is knowledge that acceptance of the advantage would in itself be improper performance.
 
3.1 Receiving Corporate Hospitality
 
As a general principle, Areca strictly prohibits employees, agents and directors from soliciting corporate hospitality nor are they allowed to accept hospitality that is excessive, inappropriate, illegal or given in response to, in anticipation of, or to influence a favourable business decision, particularly from parties engaged in a tender or competitive bidding exercise (for e.g. contractors, vendors, suppliers etc.).
 
Notwithstanding the above, Areca recognises that the occasional acceptance of an appropriate level of hospitality given in the normal course of business is usually a legitimate contribution to building good business relationships. However, it is important for employees, agents and directors to exercise proper care and judgement before accepting the hospitality. This is not only to safeguard the Company’s reputation, but also to protect employees and directors from allegations of impropriety or undue influence.
 
3.2 Providing Corporate Hospitality
 
Areca recognises that providing corporate hospitality to its stakeholders be it through corporate events, sporting events or other public events, is a legitimate way to network and build goodwill in business relationships.
 
It is customary for Areca to issue complimentary invitations in the form of passes, tickets or invitations to third parties for events organized or sponsored by Areca, its Group Companies as well as events organised or sponsored by external organisations.
 
4. DEALING WITH PUBLIC OFFICIALS
 
The definition of a 'public or government official’ includes, without limitation, candidates for public office, officials of any political party, and officials of state-owned enterprises.
 
Caution must be exercised when dealing with public officials as the laws of bribery and corruption in some countries are more stringent and provides for stricter punishments. Providing gift, entertainment or corporate hospitality to public officials or their family/ household members is generally considered a ‘red flag’ situation in most jurisdictions.
 
5. CORPORATE SOCIAL RESPONSIBILITY (“CRS”), SPONSORSHIPS AND DONATIONS
 
As a responsible corporate citizen, Areca is committed to contributing to the wellbeing of the people and nation in countries where it operates. It is however important that all Corporate Social Responsibility (CSR),sponsorships and donations are made in accordance with Areca policies and receive prior authorization by Areca Management or the Board.
 
5.1 Political Contributions
 
As a matter of general policy, Areca does not make or offer monetary or in-kind political contributions to political parties, political party officials or candidates for political office.
 
Areca may, in very limited circumstances, make political contributions in countries where such contributions are permitted under the law. The authority to approve such political contributions is with the Chairman or CEO or the respective Board of Directors.
If any contribution is made, it must be permissible under applicable laws and must not be made with any promise or expectation of favourable treatment in return and must be accurately reflected in Areca’s books and records.
 
Good faith payments to a government entity such as payments to the host country’s federal treasury required by contract or law, are not prohibited, so long as they are made with due care to the government entity and not to any individual official. The Company encourages employees to participate in the political election process by voting. Employees may choose to make personal political contributions as appropriate within the limits established by law. Under no circumstances, however, will any employee be compensated or reimbursed in any way by the Company for a personal political contribution.
 
6. FACILITATION PAYMENT
 
Areca prohibits accepting or obtaining, either directly or indirectly, facilitation payments from any person for the benefit of the employee himself or for any other person. The reason underlying this prohibition is that facilitation payment is seen as a form of bribery and corruption. However, there are certain situations or circumstances where you are faced with having to make facilitation payments in order to protect your life, limb or liberty. Making facilitation payment in such a situation is the only exception which can be used as a defence when faced with allegations of bribery and corruption.
 
7. DEALING WITH THIRD PARTIES
 
Areca’ dealings with third parties, which include contractors, suppliers, agents, consultants, joint venture partners, introducers/government intermediaries etc., must be carried out in compliance with all relevant laws and consistent with the values and principles of the Areca Anti-Corruption Policies. As part of this commitment, all forms of bribery and corruption are unacceptable and will not be tolerated.
 
Areca expects that all third parties acting for or on its behalf to share the Company’s values and ethical standards as their actions can implicate Areca legally and tarnish the Company’s reputation.

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