Anti-Bribery and Anti-Corruption Policy

1. The Policy sets out the principles of Ajiya in upholding its position on bribery and corruption practices in relation to its business. It also provides guidance to prevent and address improper solicitations, bribery and corruption activities.
2. The Policy is not intended to be exhaustive. For all intents and purposes, the Directors and employees shall always observe and ensure compliance with all applicable laws, rules and regulations to which they are bounded to observe in the performance of their duties.

The Policy is applicable to:

1. All directors and employees of Ajiya.
2. External parties (Ajiya External Parties) who have regular business dealings or performing the work or services for or on behalf of Ajiya.
3. Ajiya External Parties are encouraged to comply with the relevant part of the policy or substantially equivalent principles of anti-corruption laws in their business operations.
4. Ajiya External Parties may include, without limitation, associate company and joint-venture company in which Ajiya does not have controlling interest, contractors, sub-contractors, consultants, advisors, agents, customers, distributors, supplies, outsourcing providers, internediaries and investors.

1. Bribery and Corruption means any action which would be considered as an offence of giving or accepting gratification. In practice, this means offering, giving, accepting or soliciting any item of value or gift in an attempt to illicitly influence the decisions or actions of a person in order to gain any commercial, contractual, regulatory or personal advantage.
2. Gratification is defined in the Malaysian Anti-Corruption Commission Act 2009
   (“MACCA”) as follows:
   • 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).

Gifts, Entertainment and Hospitality

1. The Directors and employees should be mindful in giving or accepting gifts, entertainment or hospitality as it could be perceived as a way of improperly influencing the decision making of the recipient. Hence, the intention behind the gifts or hospitality should always be considered and must fulfil the following conditions:
   • They do not have or are perceived to have any effect on actions or decisions;
   • There must be no expectation of any specific favour or improper advantages;
   • The independent business judgment must not be affected;
   • There must not be any corrupt / criminal intent involved; and
   • The giving or receiving of gift, entertainment or hospitality is done in an openly and
     transparent manner.
2. As a general principle, Directors and employees should not give or accept a gift,
   entertainment or hospitality to any party if it is made with the intention of influencing the party to obtain or retain business, in exchange for favours or benefits. The gifts must be politely returned with a note of explanation about Ajiya’s policy and practices in force.
3. Gift
   • Despite acknowledging Ajiya’s approach of no tolerance against bribery and corruption in any form, the Policy does not prohibit gifts provided such acceptance is reasonable, bona fide and with good legal intentions.
   • Under no circumstances may the gift be in the form of cash.
   • Examples of acceptable gifts are as follows:-
   • i. gifts given out openly to the general public at events such as trade shows, exhibitions, company functions, conferences, seminars, meetings and business events.
   • ii. gifts given in gratitude for hosting business events and visits.
4. Entertainment and Hospitality
   • Ajiya recognizes that providing or accepting entertainment and hospitality in the
     course of business is a common practice for building business networking.
   • b. Examples of acceptable entertainment and hospitality are as follows:
   • i. refreshments or meals during meetings, conferences, seminar and business events.
   • ii. complementary invitations to company function, event celebration and company
     visitation.
5. Facilitation Payments
   • Facilitation payments are unofficial payments or other advantages made to secure or
     expedite the performance of a routine or administrative duty or function.
   • Directors or employees must not promise, offer, request or accept facilitation payments in business dealings.
6. Dealing with Government Officials
   • Any promise, offer or delivery of gift, tertainment or hospitality to government officials in order to obtain or retain business or advantages are prohibited.
   • Provision of gift, entertainment or hospitality to any government official is acceptable if they are made in accordance with 5.1 above.
7. Donation and Sponsorship
   • As part of our commitment to corporate social responsibility and sustainable development, Ajiya may provide support and assistance to the community. In general, charitable support and donations are acceptable, whether by financial means or in kind, goods, services, knowledge, or time.
   • However, Directors and employees must be careful to ensure that charitable contributions
     are not used as a scheme to conceal bribery and that no element of corruption is involved in
     the giving out of contribution.
   • Ajiya may, in limited circumstances, make contribution to political parties subject to
     applicable laws that govern political contribution.

1. Conflicts of interest arise in situations where there is personal interest that could be considered to have potential interference with objectivity in performing duties or exercising judgment on behalf of the company
2. All Directors and employees should avoid situations in which personal interest could conflict with their professional obligations or duties. They must not use their position, official working hours, resources and assets, or information available to them for personal gain or to Ajiya’s disadvantage.

1. All Directors and employees are required to carry out those responsibilities and obligations relating to anti-bribery and anti-corruption, which includes the following:
   • Understand the requirements and provisions of the Policy and communicate them to
     subordinates;
   • Always raise suspicious transactions to immediate superior for guidance on the next course of action;
   • To communicate with Ajiya External Parties the Anti-Bribery and Anti-Corruption Policy
     Statement (“Policy Statement”) and to request Ajiya External Parties to comply with the
     relevant part of the Policy or substantially equivalent principles of anti-corruption laws in their business operations.
   • This Policy Statement serve as a general statement of Ajiya’s commitment towards a
     business environment that is free of corruption.
   • Maintain highest degree of integrity, exercise proper care and judgement to protect Ajiya’s reputation against any allegations of impropriety or the perception of bribery or corruption.
   • Refrain from taking advantage of one’s position or exercising authority at the expense ofAjiya.

1. All Directors and employees of Ajiya shall declare in writing that they have read, understand and agree to abide by the Policy.

1. Awareness to the Policy may be communicated through:
   • Briefing during orientation for new Directors and employees.
   • Regular trainings, briefings and awareness program for all Directors and employees.
   • Distribution of Policy Statement to all Ajiya External Parties who have regular business
     dealing with Ajiya.
   • Company website
   • Company Handbook
   • Posters

1. Evaluation shall be carried out for Ajiya External Parties who have regular business dealings with Ajiya.
2. Evaluation may include background checks through relevant database, documents verification, self-declaration or interviews.
3. Corruption risk assessment shall be incorporated into Ajiya’s Risk Management Framework.

1. All records or documents pertaining to business dealings must be kept and maintained accordingly.

1. Ajiya is committed to conduct its business ethically and in compliance with all applicable laws and regulations in the countries in which it operates.
2. The Policy is established according to the Ministerial Guidelines on Adequate Procedures under the MACCA. Directors and employees are expected to understand and comply with the MACCA including any amendment thereof and all applicable laws, rules and regulations.
3. Consequences of Non-Compliance
   • Any Directors and employees found engaged in conrupt practices shall be subjected to
     disciplinary actions including termination of employment.
   • Non-compliance by Ajiya External Paities may lead to termination of contract and/or
     precluded from consideration of future business. Further legal action may also be taken in
     the event that Ajiya’s interest or reputation are harmed by the non-compliance.
4. Ajiya reserves the right to report any actions or activities suspected of being criminal in nature to the relevant authorities.

1. Directors, employees and any parties who know or suspect of a violation of the Policy, are encouraged to report the concerns through the mechanism set out under Ajiya Whistle Blowing Policy available at Ajiya.
2. No individual will be discriminated against or suffer any sort or manner of retaliation for raising genuine concerns or reporting in good faith without malicious intent on violations or suspected violations of the Policy. All reporting will be treated confidentially.

1. The Policy is approved and adopted by the Board. The Board shall periodically review the Policy to ensure its effectiveness and appropriateness.
2. The Policy is made available for reference in Ajiya’s website.

1. Ajiya recognizes that anti-bribery and anti-corruption program implementation is a continuous process and regular review and monitoring is necessary to ensure its objective are met.
2. The Audit Committee shall be responsible for overseeing the effectiveness and compliance to the Policy.