Hang Lung Group Limited, Hang Lung Properties Limited and their respective subsidiaries (collectively, the “Group”) are committed to upholding the highest ethical standards in all business dealings and operating their business fairly as well as with integrity, honesty, and impartiality. The Group has zero tolerance for bribery and corruption and the Group is committed to comply with, among other things, the Prevention of Bribery Ordinance (Cap. 201 of the Laws of Hong Kong) and the Anti-Unfair Competition Law of the People’s Republic of China, and to prevent bribery and corruption whenever it does business.
This Anti-corruption Policy (the “Policy”) sets out the conduct the Group forbids and the practices the Group expects from its stakeholders. This Policy supplements other relevant corporate policies including but not limited to the Group’s Staff Handbook, Code of Conduct, Whistleblowing Policy, and forms an integral part of the Group’s corporate governance framework.
This Policy applies to all executives, employees, staff members, agents, representatives of and those acting for and on behalf of the Group (collectively, the “Relevant Party(ies)”), and all parties doing business with the Group including but not limited to business partners, contractors, tenants, vendors and suppliers (collectively, the “External Party(ies)”)
Relevant Parties shall get familiarized with this Policy and their roles and responsibilities in complying with the requirements and implementing the relevant measures hereunder. Relevant Parties shall take reasonable steps to require External Parties who have or intend to have business dealings with the Group to comply or agree to comply with all applicable laws, rules, regulations and regulatory requirements related to anti-bribery and anti-corruption in jurisdictions where the Group has operations and this Policy and to ensure their compliance. Due care and diligence should be exercised in selecting External Parties and in monitoring their activities.
Roles and Responsibilities
The CEO and senior management team are responsible for the day-to-day management of the Group’s business operations, by setting the right tone from the top and demonstrating strong, visible, and active commitment to anti-bribery and anti-corruption business practices.
The senior management team periodically reviews fraud and corruption risks under the Group’s established Enterprise Risk Management framework, ensures that controls are in place to mitigate risks, and reports material breaches of this Policy to the Board / Audit Committee.
Apart from supervising the execution of their respective business operations, line managers should also exercise effective supervision to ensure that the existing business processes and practices comply with this Policy. They should provide guidance and advice to the Relevant Parties and External Parties where necessary, and exercise reasonable monitoring over their conduct. Relevant Parties should comply with, and take reasonable steps to require External Parties to comply with the requirements of this Policy, and promptly bring to the attention of the management of any actual breaches or suspected breaches of this Policy or corruption practices noted at the earliest possible stage.
Types of Breaches and Conduct Issues
Relevant Parties and External Parties should not engage in or conduct any of the following activities and if they become aware of, or have reasonable grounds to believe that any person is engaging in or conducting any of the following activities, they should follow the procedures as set out in Section 7 of this Policy.
4.1 Conflicts of Interest: One shall avoid any situation which may lead to an actual, potential or perceived conflict of interest.
As set out in the Code of Conduct – Section 4, a conflict of interest situation arises when the private interest of a director or staff member of the Group competes or conflicts with the interest of any Group company. Private interest includes both the financial and personal interests of staff members of the Group and those of their connections. Connections include family members, relatives, and close personal friends.
As required in the Code of Conduct – Section 4, staff members of the Group should make a declaration in writing to senior management when a conflict of situation arises.
4.2 Soliciting, Accepting or Offering Advantages: One shall not without the permission of his employer or reasonable excuse solicit or accept any advantage, or offer an advantage, when conducting his employer’s affairs or business.
“Advantage” includes, but is not limited to money, gifts, loans, fees, rewards, employment, contracts, services, and favor of any form.
As required in the Code of Conduct – Section 4 and subject to exceptions set out therein, staff members of the Group should make a declaration in writing to senior management when they are offered an advantage (even if the advantage is not accepted) and seek approval on the appropriate way of dealing with the advantage.
4.3 Offering or Accepting Entertainment: One shall not offer any form of entertainment to any person or take any action that might be perceived to be for the purpose of or with an intention to soliciting preferential treatment or advantages or influencing such person in any business decision or dealings.
Although entertainment is an acceptable form of business and social behavior, staff members of the Group must not accept lavish or frequent entertainment from persons with whom any Group company has business dealings to avoid placing themselves in a position of obligation to the offeror.
“Entertainment” includes, but is not limited to, food or beverage provided for consumption at the occasion.
Proper due diligence to understand the owners, financial condition, source of funds, market reputation and past conviction, shall be conducted before Relevant Parties engage in any business dealings with External Parties on behalf of the Group. This applies to, among others, professional advisors, vendors, suppliers, and tenants. Detailed and comprehensive record of due diligence conducted, the results and the rationale for engaging or not engaging an External Party, as well as the transactions conducted and payments made shall be kept. A balanced and common-sense approach should be adopted regarding tenants connected with jurisdictions posing a higher risk of money laundering or terrorism financing.
Training and Communication
Staff training on this Policy forms part of the induction process for all new employees. Employees will also receive regular, relevant integrity training and/or periodic e-mail reminders to ensure that they are aware of the Group’s anti-bribery and anti-corruption requirements. As good practice, all business lines should provide their employees with anti-bribery and anti-corruption training where there is a potential risk of facing bribery or corruption during daily work.
The Group’s anti-bribery and anti-corruption policy and zero-tolerance attitude towards corruption will also be clearly communicated to all External Parties at the outset of business relations, and as appropriate thereafter.
Breaches of the Policy
Any person who becomes aware of, or who has reasonable grounds to believe that there is an actual or suspected breach of this Policy by a Relevant Party or External Party shall report such incident in accordance with the Group’s Whistleblowing Policy, which provides a mechanism for employees and third parties to raise concerns on any suspected impropriety, misconduct, or malpractice through confidential reporting channels.
Complaints are to be treated confidentially to the extent possible, and employees raising legitimate concerns in good faith are to be protected from retaliation. Any staff member of the Group who breaches this Policy will be subject to disciplinary action, including but not limited to dismissal. Any External Party who breaches this Policy will be subject to the termination of business relations. Serious breaches might be referred to the relevant law enforcement agencies.
All stakeholders should comply with all applicable laws, rules, regulations and regulatory requirements related to anti-bribery and anti-corruption in jurisdictions where the Group has operations and this Policy and the breach thereof may result in civil or criminal proceedings and/or penalties including fines, disgorgement of profits and imprisonment. Any actual or perceived violation as such could also result in severe and irreparable reputational damage to the Group and its directors.
The Group reserves the right to take all appropriate actions for any non-compliance with the applicable laws, rules, regulations and regulatory requirements related to anti-bribery and anti-corruption in jurisdictions where the Group has operations and this Policy and other relevant corporate polices with respect to anti-bribery and anti-corruption, including but not limited to termination of employment and/or business dealings and/or referral to the relevant governmental authorities or law enforcement agencies.
Record Retention and Policy Review
The Group will keep detailed, accurate, and complete financial records for payments. Appropriate internal control systems are in place to ensure that all financial transactions are authorized without improper payments, which are subject to regular review and audit. The General Counsel and Company Secretary will conduct periodic reviews and updates on this Policy to ensure it complies with all legal requirements.