Code Of Conduct

CODE OF CONDUCT & ETHICS

INTRODUCTION

The Directors and Management of SEREMBAN ENGINEERING BERHAD together with that of its subsidiaries and associate companies (the “SEB Group”) are committed to adhering to the best practice in corporate governance and observing the highest standards of integrity and behaviour in all activities conducted by the SEB Group including its interaction with its customers, suppliers, shareholders, employees and business partners, and within the community and environment in which the SEB Group operates.

All employees of the SEB Group play an important role in establishing, maintaining and enhancing the reputation, image and brand of the SEB Group and ensuring the observance to and compliance with the standards of integrity and behaviour that the SEB Group is committed to. It is required that employees display the highest levels of professionalism in all aspects of their work and comply with this Code of Conduct & Ethics (the “Code”) and all applicable laws, regulations and other policies applicable within SEB Group.

OBJECTIVE

a)	This Code provides ethical and legal guidance to all Directors and employees of the SEB Group (the “Affected Personnel”) in the conduct of their business and that of the SEB Group.
b)	This Code provides a common behavioural framework for all employees of the SEB Group irrespective of their specific detailed policies. This Code is to be read and applied in conjunction with such policies.

Applicability

a)	This Code applies to all Affected Personnel.
b)	The standards set out in this Code extend beyond normal working hours, and apply to Affected Personnel fulfilling their roles while on the business of the SEB Group, including after-hours functions, conferences and social activities
c)	It is a condition of employment and/or appointment with the SEB Groupthat all Affected Personnel comply with this Code and all applicable laws, regulations and other policies of the SEB Group and failure to comply may result in the commencement of disciplinary proceedings that may lead to the termination of employment and/or appointment.

GENERAL PRINCIPLE

4.1. Compliance with Laws

a)	The SEB Group operates in a highly regulated business environment and its activities are subject to numerous laws, regulations and licensing conditions. Affected Personnel must ensure that they familiarise themselves with the laws, regulations and licensing conditions applicable to their activities. If in doubt, Affected Personnel are obliged to seek for advice.
b)	Affected Personnel activities and the business activities of the SEB Group must be conducted in absolute compliance with applicable laws and regulations.
c)	SEB Group aims to provide a safe working environment for the Affected Personnel and for its customers and other business partners. Affected Personnel must work safely and adhere to appropriate industry practices and laws to protect the health, safety and wellbeing of employees, customers and other business partners.

4.2. Fair Dealing

a)	The aim of SEB Groupis that it provides an environment in which all Affected Personnel, customers, suppliers and other business partners are treated fairly and equitably irrespective of, amongst others, sex, race, sexual orientation, age, disability, and religion or ethnic origin. Affected Personnel are required to conduct themselves and the business activities of the Group in such manner that facilities the achievement of these aims.
b)	SEB Groupwill complete affectively and fairly in the markets in which it operates. It will be honest, ethical and responsible in the way it present its products and services to customers, uses its market power and its pricing practices.
c)	SEB Groupwill be fair, honest and transparent in its relationship with suppliers and contractors from selection through to payment and termination of the relationship.
d)	All commercial transaction will be properly and accurately recorded and documented.
e)	Corrupted practices, whether directly or through intermediaries, are unacceptable. No bribes or improper payments, gifts or inducements will be made to, or accepted from, any party, irrespective of local business custom and practices. However, in recognition of the reality of commercial and business practices, the SEB Groupacknowledges that modest gifts and reasonable entertainment are acceptable as part of the normal course of business provided that such gifts or entertainment are not supplied, or received, in circumstances indicating an inducement or reward has been given, or received. During festive seasons or special occasions, subject to Management endorsement and/or Board approval, whereby distribution of such gifts to business associates are customary.

4.3. Confidentiality & protection of Company Assets

a)	Affected Personnel must keep confidential all information that would reasonably be considered to be confidential, including but not limited to terms and conditions of contracts entered into by the SEB Group, employee and customer details, performance and financial details and policies and procedures of the SEB Group.
b)	The SEB Group will maintain the privacy of confidential information relating to its Affected Personnel and customers.
c)	Assets and confidential information should be fully protected and must not be used by Affected Personnel for personal gain or for any other reason that is not the best interest of the SEB Group.
d)	Misappropriation of property owned by the SEB Group, Affected Personnel, customers or suppliers will not be tolerated. Any misappropriation should be immediately reported and properly investigated. Appropriate disciplinary and legal action will be taken against persons identified.
e)	This Code shall continue to apply after or for a period at least one year following termination of the employment contract, subject to the binding agreement and severity on case by case basis. This Code shall cease to apply to information or knowledge which may come into the public domain.

4.4. Professional Conduct

a)	Affected Personnel are to act in the best interest of the SEB Group.
b)	Affected Personnel must not engage in activities that directly or indirectly involved, or could appear to involve, a conflict between their personal interest and the interest of the SEB Group.
c)	Areas where conflicts might arise include substantial share ownership in competing organizations, direct or indirect personal interest in contracts, dual employment with outside organizations within the business environment of the SEB Group.
d)	Any actual or potential conflicts of interest are to be fully disclosed to appropriate management and/or Board of Directors and where such circumstances are permitted by management and/or the Board of Director to continue, shall not be deemed as a breach of this Code.

Specific Principles

5.1. Ethics in Workplace

SEB Groupenvisages itself as an equal opportunity employer and aims to:

i.	Make human resource decisions on the basis of merit based on the information available, including the possession of skills, experience, qualifications and characteristics relevant to the performance of work;
ii.	Ensure unlawful domination does not occur in the workplace or in circumstances arising out of the employment relationship.
iii.	Maintain a workplace free form sexual harassment, unfair discrimination or other offensive conduct; and
iv.	Promote a work environment in which individuals have the opportunity to develop and realise their full potential.

Affected Personnel are expected to have respect and tolerance for cultures and religions other than those of their own whether locally or overseas and shall conduct themselves in accordance with accepted standards of behaviour.

Affected Personnel shall never abuse their position to withhold assistance nor give preferential treatment in order to solicit gift payments or personal gains of any kinds.

Any grievances with respect to an employee’s employment, treatment, the action of other staff members, customers or suppliers or compliance with this Code or other policies should be raised.

5.2. Know Your Customer and Proper Documentation

a)	Affected Personnel are required to conduct due diligence on new customers, suppliers and business partners of the SEB Group(including any intermediaries acting on behalf of such customers, suppliers and business partners) and monitor their activities to identify any issues of concern.
b)	Affected Personnel are required to ensure that payment in respect of all transactions and business,activities of the SEB Groupare properly documented to indicate that such payments are made to the proper party for legitimate purpose and in respect of which proper consideration has been received.

5.3. Occupational, Health, Safety & Environment

a)	It is envisaged that the SEB Groupwill conduct its business activities and operations in a safe manner and in an environment that prevents, to the extent possible, injury to its Affected Personnel, customers, suppliers and contractors.
b)	SEB Group endeavours to reduce the negative environmental impacts of its business activities and will seek to do this through continuous improvement of environmental performance, protection and safety.
c)	SEB Group is committed to provide affective support and training for the employees of the SEB Group to assist them in their responsibilities of ensuring a safe workplace and reducing the negative environmental impacts of their activities.

5.4. Cyberspace Abuse and Software Piracy

a)	The Group does not tolerate any form of cyberspace abuse. Affected Personnel who have access to e-mails and/or internet access provided by the Group are required to use such services exclusively for work, business and matters of the Group. The use for personal reasons shall not be permitted.
b)	Affected Personnel shall not participate in any form of advertisement or broadcasting whether in the newspaper, magazines, radio or television or any other media with the exception of the Group publications, without prior written consent from the Group.
c)	Affected Personnel shall not make any comments, postings of any information related to Group’s policies, activities and operations which could give negative or bad image to the Group in the social media at any time.

5.5. Insider Trading

Insider trading is illegal by law. It can take many forms. This includes the use of or disclosure of price sensitive information for personal benefit or for the benefit of others. Affected Personnel holding positions which allow access to price sensitive information should observe the Company Acts, Securities Commission regulations, Bursa Malaysia Securities Berhad and other applicable laws in respect of trading in the securities of SEB.

5.5. Money Laundering

It is the policy of SEB Group to prohibit and prevent money laundering and any activity that facilities money laundering or the funding of terrorist or criminal activities by complying with all the relevant law, rules and regulations.

Administration

6.1. Reporting Non-Compliance

a)	Affected Personnel are to report genuine suspicions of non-compliance with this Code.
b)	The reporting of non-compliances with this Code may either be made to the appropriate supervising manager and/or Board of Directors or may be done in accordance with the Whistle-Blowing Policy & Procedures which provides a safe environment in which to speak up without fear, reprisal or victimization

6.2. Enforement

An employee who is found to be in breach of this Code, other SEB Grouppolicies or applicable laws will be subject to disciplinary action. Inappropriate conduct or performance, or non-compliant issues will be brought to the attention of said employee who will be allowed to respond to all allegations. Except in the case of summary dismissal for serious misconduct, employees should be given a reasonable chance to remedy the inappropriate conduct or performance.

The Group reserves the rights to seek for compensation for such loss or damage or any other consequential costs as it may see fits from the employee guilty of this act.

Review and Amendment

a)	The appropriateness and effectiveness of this Code will be continuously monitored and appropriate agreed improvements and reporting procedures will be adopted where necessary.
b)	This Code may be reviewed from time to time at least once every three (3) years to ensure it continues to remain relevant and appropriate.
c)	Amendment to this Code must be approved by the Board of Directors
d)	This Policy is made available to public via the Company’s website.
e)	All updates and amendments are to be communicated to Affected Personnel. Affected Personnel are required to declare that they have received, read and understood the provisions of this Code and agreed to comply with its term throughout their employment or tenure with the Group

Updated as at 24 October 2024

CODE OF CONDUCT & ETHICS

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