UMS ANTI-BRIBERY AND CORRUPTION POLICY

The UMS Group (“UMS”) is committed and adopts a zero tolerance policy against any form of bribery and corruption in all UMS business dealings. UMS requires all employees (including full time, probationary, contract and temporary) and the Board of Directors of the Group (“The Board”) to be committed to acting professionally and with integrity in their business dealings. We take our ethical and legal responsibilities very seriously and to conduct our business professionally and ethically and in compliance with anti-bribery and anti-corruption laws and regulations.

Zero Tolerance for Bribery and Corruption

UMS strictly prohibits any attempts to influence business decisions directly or indirectly by paying or receiving bribes and kickbacks or any other methods deemed unethical. Such acts will not only expose the company to severe legal consequences, including penalties and / or imprisonment or both, but will also have an adverse impact on our reputation and branding.

UMS shall protect our employees from any adverse consequences such as demotion, reprisals or retaliation arising from their refusal to give or accept bribes or engage in any corrupt practices in relation to their business activities. This protection is given even if such action (refusal) may result in the company losing its business or not meeting the targets.

To avoid being implicated in a corrupt act, UMS must NOT directly or indirectly:

• Promise, offer, grant or authorise the giving of money or anything else of value, to anyone to obtain or retain a business or an advantage in any business dealing.

• Solicit, receive or authorise the acceptance of money or anything else of value, from anyone to influence the outcome of any of the Group’s business decisions.

• Be involved in any corrupt conduct, which include but are limited to the abuse of position / authority and falsification of documents.

• Receive commissions that may be perceived as bribes or used by the recipient to pay bribes or for other corrupt purposes.

• Make and/or receive facilitation payments (‘grease payments’) which are regarded as payments to gain access, secure or expedite the otherwise routine function that they are duty-bound to perform.

• Be involved in any activity or behaviour that could give rise to the perception or suspicion of any corrupt conduct or the attempt thereof.

• Conceal or take any step that could delay information that a bribe, improper advantage or facilitation payment has been given or received.

As part of the company’s effort to prevent corrupt acts, UMS must:

• Endeavour to ensure that Counterparties do not promise, offer or give any such improper advantage on behalf of UMS.

• Inform the company’s Human Resources (HR) when we encounter with any request for a facilitation payment or if a payment which could possibly be misconstrued as a facilitation payment have been made.

• UMS firmly believe all Counterparties and Business Partners do not promise, offer or give any improper advantage for and on behalf of UMS.

• In the event of any breach to this policy, we will not hesitate to take the necessary actions which include but not limited to taking disciplinary action and filing the necessary reports to the relevant authorities.

COMPLIANCE TO THE LAWS AND REGULATIONS

UMS will comply with all applicable laws, rules and regulations of the governments, commissions and exchanges in jurisdictions within which the Group operates. Directors and employees are expected to understand and comply with the Malaysian Anti-Corruption Commission Act 2009 (including any amendment thereof).

UMS reserves the right to report any actions or activities suspected of being criminal in nature to the police or other relevant authorities. It is good to note that in the court of law, ignorance of the law is no excuse.

Avoiding the Perception of Bribery in the Form of Gift, Entertainment and Travel

UMS recognises that business hospitality in the form of gift, entertainment and travel builds relationships with Counterparties and Business Partners. We accept that there are occasions when provision and acceptance of such business hospitality is appropriate and should not create an appearance of unfair advantage/benefit and impropriety or misconstrued or perceived to be a bribe or gratification.

To avoid the risk of creating an appearance of unfair advantage, provision of such hospitality as part of normal business operations must be legitimate, proportionate in the context of our operations and occur sparingly.

Given this, it is imperative that any employee must disclose to his or her superior and to HR the value of any gifts, entertainment or travel he/she has received from any third party, business partner or stakeholder, bearing in mind the company’s Gift Policy as outlined below. Further, an employee should also ensure that gifts, travel and entertainment provided to any other business partner or potential business partner or stakeholder is first approved by his or her immediate superior and the HR. Disclosure and prior approval is paramount here and extends to cover any immediate family members of the employee providing or receiving such gifts, travel or entertainment.

GIFT POLICY

Generally, UMS has adopted a Gift Policy whereby, UMS employees and directors (executive and non-executive), family members or agents are prohibited from, directly or indirectly, receiving or providing gifts as well as acting for or on behalf of the UMS. UMS requires employees and directors to strictly abide by 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 UMS and external parties as a gift can be seen as a bribe that may tarnish UMS’s reputation or be in violation of anti-bribery and anti-corruption laws.

However, exception to the above Policy is allowed for hampers and gifts during festive periods as our country is a multi-racial and multi-cultural society and our company appreciates national peace, harmony and unity. These gifts given to interested party should not exceed RM300/- each.

On the other hand, no hampers and gifts should be directly given to persons from the interested party but gifts will only be given directly to the company. When our company receives gifts from interested parties, such gifts will be received at reception counter and it will be distributed to employees of the company.

As set out in the UMS Code of Conduct and Business Ethics (CoBE), a conflict of interest arises in a situation in which an individual is in a position to take advantage of his or her role in UMS for his or her personal benefit, including the benefit of his or her family/household and friends. This would undermine the duties of good faith, fidelity, diligence and integrity as expected by UMS from its employees and directors in the performance of their duties and obligations. It is the responsibility of employees and directors to inform external parties involved in any business dealings with UMS about UMS’s Gift Policy and to request the external party’s understanding for and adherence with this policy.

Hospitality (Meals and Entertainment)

(a) Hospitality must be unsolicited and not affect, or be perceived as affecting, business judgment. Meals and entertainment should only be offered to and received from the UMS employees dealing with the customer or service provider in their role in UMS, is for purposes supported by UMS and may only be offered in conjunction with legitimate business meetings, conferences or events hosted, supported or sponsored by UMS. They may never be provided on a stand-alone basis.

(b) Hospitality must not exceed RM200 in any one time. Furthermore, it should not include any alcoholic beverages and cigarette.

Facilitation Payments

Facilitation payments are unofficial payments or other advantages made to secure or expedite the performance of a routine action by a public official of any public body. Directors or employees shall not promise or offer, or agree to give or offer, facilitation payments to a public official of any public body.

Political Contributions

UMS does not make or offer monetary or in-kind political contributions to political parties, political party officials or candidates for political office. UMS 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 MD/CEO or the respective Board of Directors.

Charitable Contribution

Charitable support and donations are acceptable (and indeed are encouraged), whether of in-kind services, knowledge, time, or direct financial contributions. As Corporate Social Responsibility (CSR) is an integral part of Corporate Sustainability, UMS initiates and is committed to pursue CSR which is in line with Bursa Securities requirements, aims of developing sustainably as a good business practice thus incorporating into UMS’s business model in bringing positive impact to social and environmental issues and ethical labour practices.

However, extra care must be taken by the directors and employees to ensure that charitable contributions are not used as a scheme to conceal bribery. No donation can be offered or made without the prior approval of the MD/CEO. The records of all charitable contributions shall be kept by the HR Department.

RECORD-KEEPING

It is important that proper and complete records be maintained of all payments made to third parties in the usual course of business as these would serve as evidence that such payments were bona fide, and not linked to corrupt and/or unethical conduct. All accounts, invoices, documents and records relating to dealings with third parties, such as clients, suppliers and business contacts, should be prepared and maintained with accuracy and completeness.

Employees must declare all hospitality or gifts accepted or offered, and submit details to the person in-charge who is assigned by the respective Division/Department for recording into a register which will be subject to internal audit review. Employees must also ensure that all expenses claims relating to hospitality incurred to third parties are approved by the Head of Division/Department/the Board and must be specifically recorded the reason for such expenditure.

REPORTING OF VIOLATIONS UNDER WHISTLEBLOWING CHANNEL

An employee may report any suspected improper, unethical or illegal conduct or activities to the Head of Department or executive in charge of the applicable division, subsidiary or operating unit or to the Chief Executive Officer, Chief Operating Officer, Chief Financial Officer, or Manager of Human Resources. However, if an employee feels uncomfortable reporting suspected improper, unethical or illegal conduct or activities in such manner, the employee may report the conduct or activity directly or anonymously through the Company’s Code of Conduct Email (Refer to company’s website). The provision, protection and procedure of the Whistleblowing Channel for reporting of the violations of the Policy are available on the UMS website.

UMS policies expressly prohibit any form of retaliation against employees who:

• in good faith and for lawful purposes report, cause to be reported, or assist in the investigation of suspected improper, unethical, or illegal conduct or activities by anyone at the Company;

• lawfully provide, or cause to be provided, information to, or assist in an investigation conducted by, any regulatory or law enforcement agency or legislative body, related to possible violations of securities laws, SC rules or regulations, or laws relating to fraud; or

• file, cause to be filed, assist, participate, or give testimony in any proceedings filed or about to be filed related to such conduct.

UMS will not discharge, demote, suspend, threaten, harass, or in any manner discriminate against any employee in the terms and conditions of employment based upon any lawful actions of such employee with respect to good faith reporting of complaints.

All reports will be treated confidentially. However, under this Whistleblowing Channel, it shall be in compliance with the enforcement as follows:-

1. The Whistleblower Act 2010 (Act 711) – Acts to promote disclosure of information about any corruption or other misconduct. The Act will provide protection to whistleblowers from any act prejudicial effect of disclosure has been made (may be referred to MACC website for further information).

2. The Witness Protection Act 2009 (Act 696) – Aims to provide protection to witnesses of corruption cases. The Act, in force since 2009, caters for a legal and formal protection programme for witnesses who fear for their safety and security during an investigation and prosecution of a corruption case (may be referred to MACC website for further information).

REVIEW OF THE POLICY

The Board shall regularly monitor and review the Policy to ensure that it is in compliance and keep abreast with the current changes in the laws and regulations thus it remains relevant and appropriate.

Date : 01/06/2020