POLICY Anti-Bribery and Corruption

1. INTRODUCTION AND PURPOSE

BATA MALAYSIA has adopted a Zero Tolerance policy against all forms of bribery and corruption. Bata Malaysia is committed to conducting its business in accordance with all applicable laws, rules and regulations and the highest ethical standards. This Anti- Bribery & Corruption Policy (hereinafter referred to as the “ABC Policy”) will further elaborates.

The purpose of this ABC Policy is to provide guidance to Bata Malaysia’s Employees and/or any person(s) associated with Bata Malaysia (hereinafter referred to as “Associates” – as defined in Section 3) concerning how to deal with bribery and corruption related issues that may arise in the course of business. It reiterates Bata Malaysia’s commitment to full compliance by its Employees and Associates with the Malaysian Anti-Corruption Commission (MACC) Act 2009 and the MACC (Amendment) Act 2018 and any other local anti-bribery or anti-corruption laws that may be applicable. This Policy complements and should be read in conjunction with the Code of Ethics (COE) and Whistle-blower Policy.


2. SCOPE

This Policy applies to Bata Malaysia’s Employees and Associates, and it reflects the standards to which Bata Malaysia expects its Employees and Associates to adhere when acting on Bata Malaysia’s behalf. Where appropriate, Bata Malaysia’s Associates, partners, agents, vendors, suppliers, contractors, consultants and other third-party service providers shall sign a separate agreement in order to commit to comply with this Policy.

This Policy is intended to supplement all applicable laws, rules, and other internal policies and is not intended to supersede any local or international laws.

3. DEFINITIONS

Associates

Business associates, partners, agents, vendors, suppliers, contractors, consultants and any other third-party service providers or persons who perform services for or on behalf of the company.

Bribery

Act of giving, agreeing to give, promises or offers to any person any gratification (including payment of cash, gifts, or excessive entertainment, or an inducement of any kind offered or given to any person) with the intent

a. to obtain or retain business for the company; or

b. to obtain or retain an advantage in the conduct of business for the company.

Corruption

Abuse of entrusted power for personal gain.

“Contractor” or “third party service provider”

Entity or individual who provides, and receives payment for, services or goods related to any aspect of Bata Malaysia’s operations, and includes subcontractors.

Employees

All employees including directors of the company and its subsidiaries.

Entertainment / Hospitality Expenses

Meals, drinks, lodging, travel or other expenses given to or received from people who have or who may have facilitated the creation of a business relationship with the company. This includes expenses incurred by a prospective client, customer or business partner. Expenses can be a legitimate contribution to achieving a business outcome and also includes attendance at social, cultural or sporting events.

Family Members

Includes spouse(s), children (including step-children and adopted children), parents, step-parents, siblings, step-siblings, grandparents, grandchildren, in-laws, uncles, aunts, nieces, nephews, and first cousins, as well as other persons who are members of your household.

Gifts

Money, goods or services, which, if given appropriately, are a mark of friendship or appreciation. Gifts should be given without expectation of consideration or value in return.

Money Laundering

Process of introducing money, property or other assets derived from illegal and criminal activities into the legal financial and business.

Conflict of interest

When a person’s own interests either influence, have the potential to influence, or are perceived to influence their decision making of the Group.

Donations and Sponsorship

Charitable contributions and sponsorship payment made to support the community.


4. POLICY STATEMENT

Bata Malaysia has adopted a Zero Tolerance policy against all forms of bribery and corruption. Bata Malaysia Employees and Associates must not offer, promise or give a bribe to anyone, and must not request, agree to accept or take a bribe from anyone. Bribery is a crime and penalties can be severe including prison sentences and large financial penalties. Depending on the circumstances, these penalties can be applied to a company and its Employees and Associates or a combination of any of them. All Employees are reminded that he/she will be subjected to stern disciplinary action, including dismissal as well as civil and criminal liability if he/she is found in violation of this policy.

Bata Malaysia is committed to take all necessary measures to ensure that our businesses do not participate in corrupt activities and to implement adequate procedures effectively to comply with the provisions of Section 17A of the amended MACC Act 2009.

We recognize that local laws for Bata Malaysia’s businesses outside Bata Malaysia and its Associates will, nevertheless, be expected to comply with the rules set out in this Policy in terms of conduct in all jurisdictions where we operate, even where compliance with this Policy prohibits conduct that may otherwise be permitted by the local law of a particular jurisdiction. The principles and best practices standards set out in this Policy will be the current criteria.


5. GIFT, ENTERTAINMENT, DONATIONS AND SPONSORSHIPS

Gifts and Entertainment are usually considered as high-risk areas for bribery. Bata Malaysia requires employees to observe this policy to avoid conflict of interest or the appearance of conflict of interest for either party in on-going or potential business dealings between Bata Malaysia and external parties as gifts can be seen as bribes that may tarnish Bata Malaysia’s reputation or be in violation of anti-bribery and corruption laws. All gift offered or received by Bata Malaysia employees must be reported and declared to the respective line manager or human resource department.

However, the company recognizes that the exchange of business courtesies, such as modest gifts, hospitality, and entertainment (including meals, invitations to attend promotional events or parties) particularly during festive periods is customary and legitimate to create goodwill, and/or strengthen business and commercial relationships. Such courtesies are allowed if they are not lavish, appropriate, and reasonable in the light of accepted business practices of the relevant businesses that the company operates in and is not intended to improperly influence the decisions of the person involved.

Bata Malaysia’s Employees or Associates must not give or request favors or offer or accept gifts or any personal benefit or privilege of any kind with a value that could in any way influence the judgment of the recipients or a third party in their business dealings with or on behalf of Bata Malaysia or any other party.

As a responsible corporate citizen, Bata Malaysia is committed to contribute to the well- being of the people and nation. However, it is important that all donations and sponsorships are made in accordance with Bata Malaysia’s policies and authorize by the Management.

Employees must ensure that all sponsorships and donations are not used as a deception for bribery or used to avoid any of the provisions of Bata Malaysia’s COE.

Employees of Bata Malaysia need to be certain that donations to local or foreign-based charities are not disguised illegal payments or bribes to government officials and must ensure that the charity does not act as a way to fund illegal activities in violation of international anti-money laundering, anti-terrorism and other applicable laws.

Employees of Bata Malaysia need to be certain that donations to local or foreign-based charities are not disguised illegal payments or bribes to government officials and must ensure that the charity does not act as a way to fund illegal activities in violation of international anti-money laundering, anti-terrorism and other applicable laws.

Generally, all sponsorships and donations must comply with the following:

a. Ensure contributions are allowed by applicable laws;

b. Obtain all necessary internal and external authorizations;

c. Be accurately stated in the company’s accounting books and records;

d. Not to be used as a means to cover up an illegal payment or bribery.


6. CORPORATE SOCIAL RESPONSIBILITY (CSR)

As part of Bata Malaysia’s commitment towards corporate social responsibility and development, as a general principle, it must be carefully checked for legitimacy and not be made to improperly influence a business outcome.

The proposed recipient of assistance must be a legitimate organization and appropriate due diligence must be conducted. Even requests determined to be legitimate must be carefully structured to ensure that the benefits reach their intended recipients. If in any doubt as to whether a charitable contribution or social benefit is appropriate, consult Human Resource Department for assistance.

Bata Malaysia requires employees to use good judgment in assessing the requests for donations and sponsorships. When in doubt as to whether a charitable contribution or social benefit is appropriate, employees should seek further advice from Human Resource Department for assistance.


7. MONEY LAUNDERING

Bata Malaysia strongly opposes practices related to money laundering, including dealing in the proceeds of criminal activities.

To avoid violating anti-money laundering laws, Employees are expected to always conduct reasonable customers and counterparty due diligence to understand the business and background of Bata Malaysia’s prospective business customers and counterparties and to determine the origin and destination of money, property and services.


8. FACILITATION PAYMENTS AND KICKBACKS

A facilitating payment is a financial payment that may constitute a bribe and is made with the intention of expediting an administrative process. It is a payment made to a public or government official that acts as an incentive for the official to complete some action or process expeditiously, to the benefit of the party making the payment.

A kickback is an illegal payment intended as compensation for preferential treatment or any other type of improper services received. The kickback may be money, a gift, credit, or anything of value.

Bata Malaysia prohibits all its Employees from making or accepting, facilitation payments or “kickbacks” of any kind. Associates must avoid any activity that might lead to a facilitation payment or kickback being made or accepted.

Any request for a facilitation payment must be refused and the matter must be reported immediately to the Company through the Whistleblowing Policy and Procedures. All Employees are reminded that offering and/or receiving “facilitation payments” / “kickbacks” is a major misconduct.


9. DEALING WITH ASSOCIATES AND THIRD PARTIES

Bata Malaysia’s dealings with 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 Bata Malaysia’s COE. As part of this commitment, all forms of bribery and corruption are unacceptable and must not be tolerated.

To help ensure that we only do business with Associates and third parties that share Bata Malaysia’s standards of integrity, we must do the following:

a. Conduct reasonable due diligence, where practical and relevant, to assess the integrity of Bata Malaysia’s’ prospective business counterparties. Do not enter into any business dealings with any Associates and third party reasonably suspected of engaging in bribery and improper business practices.

b. All third parties are made aware of the Bata Malaysia’s COE and this ABC Policy and our expectations of them.

c. Appropriate background checks, where practical and relevant, should be conducted on the company, its directors and top management and this can be done through the due diligence process and procedures.

Bata Malaysia should also monitor significant Associates especially contractors and suppliers as part of their regular review of the performance of the Associates and third parties. Bata Malaysia has the right to terminate their services in the event that these Associates third party pay bribes or act in a manner which is inconsistent with the COE and this ABC Policy.


10. RESPONSIBILITIES OF EMPLOYEES AND DECLARATION

Employees are responsible for understanding and complying with this ABC Policy. In particular, the role of all Employees includes the following:

a. Be familiar with applicable requirements and directives of the policy and communicate them to subordinates;

b. Promptly record all transactions and payments accurately and in reasonable detail;

c. Always raise suspicious transactions to immediate superiors for guidance on next course of action;

d. Promptly report violations or suspected violations through appropriate channels;

e. Promptly complete COE trainings and attest that the COE shall be complied with in the course of his/her employment on yearly basis

The recruitment of employees should be based on approved selection criteria to ensure that only the most qualified and suitable individuals are employed. This is crucial to ensure that no element of corruption is involved in the hiring of employees.

In line with this, for all recruitments:-

a. Where applicable, proper background checks should be conducted in order to ensure that the potential employee has not been convicted in any bribery or corruption cases nationally or internationally;

b. Offers of employment should not be given in exchange for or to reward any benefit received by Bata Malaysia. The Company should not offer employment, procure and/or create an opening within the company in exchange for a personal benefit or seek an unfair advantage in any business negotiation or as an inducement for future business.


11. CONFLICT OF INTEREST

Conflicts of interest arise in situations where there is a personal interest that might be considered to interfere with that person’s objectivity when performing duties or exercising judgement on behalf of the Company. Employees should avoid or deal appropriately with situations in which personal interest could conflict obligations or duties. Employees must not use their position, official working hours, Company resources and assets for personal gain or to the Company’s disadvantage.

The COE sets out the procedures on how to deal with conflicts of interests arising with a selected group of individuals and entities, including:

a. Ethics and Conduct

b. Protecting you and your Company’s Good Name

c. Common Source of Conflict

d. What to do about Gifts

e. Guideline for Social Activities

f. Potential conflict is still conflicts

g. Consult your Manager

h. A matter of Ethics

The above COE includes dealing with suppliers, customers, competitors, outside employment and activities, investment activities, family members and close personal relationships and so on.


12. WHISTLEBLOWING POLICY

Bata Malaysia is committed to operating to the highest standards of integrity and ethics and in full compliance with all its internal policies and guidelines as well as applicable laws and regulations of the countries in which we operate, and demands that all persons employed by or dealing with Bata Malaysia are treated with dignity and respect. Bata Malaysia whistle-blower policy has been developed to provide a mechanism for any Employee and Associate to raise any good faith concerns they may have.

If you have any suspicions or concerns regarding conduct to which this Policy applies, or if you become aware of any action in conflict with this Policy, you must report those concerns or actions to your immediate manager or confidentially via whistleblower.bata.my@bata.com email (This mailbox are set automatically forward incoming emails to the Director of Operations Review) as per the procedures set out in the Whistleblowing Policy made available by the company.


13. PROTECTION

a. There may be concerns of any backlash among those whom refuse to accept or offer bribe or among those whom reports a wrong doing.

b. The company supports transparency and will ensure proper support is given to those whom raise genuine issues or concerns in good faith under this policy.

c. The company will ensure that no one suffers any adverse treatment for not being willing to be part of any bribery or corrupt activities or for alerting the company in good faith of an actual or potential offence that has or may take place.

d. In case any employee feels that they have suffered such adverse treatment, he/she should report to the immediate manager or report through the Whistleblower email.

e. All information shared will be kept confidential and the identity of the individual whom raised the concern will be kept anonymous until required under applicable law.


14. COMMUNICATIONS AND MONITORING MECHANISM

a. The company conducts awareness programs for all Employees to enforce anti-bribery and anti-corruption measures, and to continuously promote integrity and ethics. This includes the yearly COE declaration.

b. Bata Malaysia recognize that managing an anti-bribery and corruption program is a continuous process and a systematic review and monitoring process is necessary to ensure its objectives are being met. Bata Management and Board will be responsible for overseeing the process of reviewing the effectiveness and compliance to the anti-bribery and corruption program and policy.

c. Bata Malaysia management is responsible for the implementation, communication and training activities to ensure every employee understands and complies with this Policy.


15. ACKNOWLEDGEMENT AND DECLARATION

Anti-Bribery and Corruption acknowledge and declaration form.


ACKNOWLEDGEMENT AND DECLARATION FORM

a. I/We have read, understood and agree to comply with the Malaysian Anti-Corruption Commission (MACC) Act 2009 and the MACC (Amendment) Act 2018 in conjunction with BATA Anti-Bribery Policy, Code of Ethics (COE) and Whistle-blower Policy and all applicable laws and regulations relating to anti-bribery, fraud and corruption at all times.

b. I/ We will ensure our subsidiaries, affiliates and all other parties that we appoint to conduct work with Bata Malaysia also comply with the Malaysian Anti-Corruption Commission (MACC) Act 2009 and the MACC (Amendment) Act 2018 in conjunction with BATA Anti-Bribery Policy, Code of Ethics (COE) and Whistle-blower Policy and all applicable laws and regulations relating to anti-bribery, fraud and corruption at all times.

c. I/ We have not been convicted for nor subject to any investigation, inquiry or enforcement proceedings by the relevant authorities of any actual or suspected breach to section 17A of the MACC Act and any applicable laws and regulations relating to anti-bribery, fraud and corruption.

d. If I/ We have any reasonable grounds to suspect or aware of any actual or suspected breach to ABC Policy or any applicable laws and regulations relating to antibribery, fraud and corruption, we shall immediately report such breach set out in the Whistleblowing Policy and made available via whistleblower.bata.my@bata.com.

e. I/ We acknowledge and agree that Bata has the absolute and unconditional right to immediately terminate any or all of its agreements with us in the event that we are in breach of the ABC Policy and such breach has not been remedied, to the satisfaction of Bata, within 10 calendar days of receipt of written notice of said breach.