Honda Malaysia's Anti-Bribery & Anti-Corruption Policy

Honda Malaysia Sdn. Bhd. and its subsidiary, Honda Assembly Sdn. Bhd. (hereinafter shall be referred together as “Honda Malaysia”) recognise the importance of establishing and upholding of good corporate governances and is committed to conduct its business dealings with the highest possible ethical standard, with integrity and in compliance with all applicable laws and regulation of the countries of which it operates. These laws include but are not limited to the Malaysia Anti-Corruption Act 2009, and any relevant anti-bribery or anti-corruption laws, regulations rules and orders applicable to Honda Malaysia, the dealers, contractors, sub-contractors, consultants, agents, representatives, and service providers of any kind performing work or services, for or on behalf of Honda Malaysia (collectively “Business Partners”) or the Transaction. These laws prohibit acts of bribery and corruption, and mandate that companies establish and maintain adequate procedures to prevent bribery corruption.

Honda Malaysia adopts a zero-tolerance approach against all forms of bribery and corruption within the organization and takes a strong stance against such acts. The scenarios provided within Honda Malaysia ’s Anti-Bribery Policy (‘this policy”) does not limit the boundaries of this policy which may extended to cover all circumstances relating to bribery.

Compliance with this Policy is mandatory not only for employees of Honda Malaysia but for all directors (executive or non-executive), management, special advisors, and company secretaries of Honda Malaysia. It is also applicable to the business partners of Honda Malaysia.

1. “Anti-Bribery Laws” means, individually or collectively, the Malaysia Anti-Corruption Act 2009 and any relevant anti-bribery or anti-corruption laws, regulations rules and orders applicable to Honda Malaysia , the Company or the Transaction.
2. “Affiliate” means any company that directly or indirectly controls, is controlled by or is under common control with the subject company.
3. “Control” and its derivative terms means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of the person or to appoint a majority of the members of the board of directors, whether through the ownership of voting securities, by contract or otherwise.
4. “Government Official” means any officer or employee of a government at any level or of a Controlled entity thereof or of a public international organization, or a person acting in an official capacity for or on behalf of any such government or public international organization, or a candidate for political office, or a political party or party official.
5. “Transactions” means a completed agreement between parties for purpose of exchanging goods, services, or money for commercial and non-commercial purposes.

In upholding the above commitment, Honda Malaysia shall, vide the establishment of Anti-Bribery and Corruption Policy –

1. Honda Malaysia employees/associates, company secretaries, directors (executive and non-executive) and all business partners, its affiliates, its or its affiliates’ director, officers, employees, agents, and any other person acting for or on behalf of Honda Malaysia business partner or its affiliates shall comply with all Anti-Bribery law, regulations rules and orders applicable to Honda Malaysia, the Company or the Transaction.
2. Prohibits any Honda Malaysia associates, company secretaries, directors (executive and non-executive) and all business partners, its affiliates, its or its affiliates’ director, officers, employees, agents, and any other person acting for or on behalf of Honda Malaysia, business partner or its affiliates to accept any form of pay, offer, promise to pay or authorize the payment of any money, gift or any forms of corrupted practice in hope of gaining improper advantage or business benefits.
3. All parties understands that a violation of the Anti-Bribery Laws is a serious crime. In order to prevent such violation, each Party shall maintain and undertake to keep up to date its own compliance policy to ensure that (i) all applicable Anti-Bribery Laws shall be complied with, (ii) reasonable measures are taken to prevent the occurrence of a violation of any Anti-Bribery Laws and (iii) a reasonable monitoring system is implemented to detect the occurrence of any violation of any Anti-Bribery Laws by all Parties.
4. In the event Honda Malaysia has reason to believe that a breach of any of the representations and warranties in this Policy has occurred or may occur, Honda Malaysia shall have the right to audit the relevant Party to satisfy itself no breach has occurred. The Party shall cooperate fully in any audit conducted by Honda Malaysia.
5. In the event any Party has reason to believe that a breach of any of the representations and warranties in this Policy has occurred or may occur, the Party shall immediately notify Honda Malaysia and provide all relevant information as may be requested by Honda Malaysia.
6. In the event a breach of any of the representations and warranties in this Policy has been proven to occur, Honda Malaysia will have the right to terminate its transaction with the relevant Party immediately, subject to terms in any agreement entered between Honda Malaysia and the said party. Honda Malaysia shall not be liable for any claims, losses, or damages whatsoever related to its decision to terminate the Transaction. The Party shall indemnify and hold Honda Malaysia harmless against any and all claims, losses, or damages arising from or related to such breach and termination of the Transaction.