This Corporate Code Of Conduct (“Code”) sets out the standards which the directors, officers and employees (together “Personnel”) of Ni Hsin Resources Berhad and its subsidiaries (“NHR”) are expected to comply in relation to the affairs of NHR’s businesses when dealing with each other, shareholders and the broader community.

This Code is intended to focus on the Board of Directors (the “Board”) and management on areas of ethical risk, provide guidance to personnel to help them to recognize and deal with ethical issues, provide mechanisms to report unethical conduct, and help to foster a culture of honesty and accountability.


Compliance

  1. All Personnel must comply with all applicable laws, rules and regulations.
  2. Where necessary, Personnel must, after consultation with the Executive Director seek appropriate legal advice.

Conflicts of Interest

  1. Conflicts of interest are to be avoided and any actual or potential conflict is to be reported to the Executive Director or the Chairman of the Audit Committee. Personnel must not exploit their position with NHR for personal gain. Personnel must declare to the Executive Director or the Chairman of the Audit Committee a significant ownership interest in any enterprise which may compromise loyalty to NHR.
  2. Personnel have a duty to bring business opportunities identified through the use of NHR’s property, information or position to the attention of NHR.

Confidential Information

Confidential or commercially sensitive information must not be disclosed without proper authorisation. “Confidential information” includes all non-public information that might be of use to competitors, or harmful to NHR or its customers, if disclosed.


Fair Dealing

All dealings with customers, suppliers, competitors, employees and other stakeholders of NHR are to be conducted with honesty, integrity and objectivity, striving at all times to enhance the reputation and performance of NHR.


Company’s assets and properties

All assets of NHR are to be properly used in the interest of NHR and for legitimate business purposes and must be safeguarded from loss and misuse.


Knowledge and Information

  1. The accuracy, use and handling of information are critical to NHR’s integrity and reputation.
  2. Personnel must ensure that information recorded by them honestly and accurately and is made known to their relevant supervisor so as to enable NHR to meet its obligation to keep the market fully informed about its activities.
  3. Personnel must never make improper use of knowledge, information, documents or other company resources obtained in the course of employment with NHR. Personnel must respect the confidentiality and observe the privacy information about NHR, its customers and fellow Personnel. The security and proper use of Company information is mandatory.
  4. Personnel must use computer facilities appropriately. Unauthorised use, manipulation or other interference will be treated seriously.

Employment practices

NHR subscribes to good employment practices, specifically:

  1. All employment practices are fair and non-discriminatory;
  2. All forms of discrimination and harassment are prohibited; and
  3. All privacy rights of individuals associated with NHR are to be respected.

Reporting of Illegal or Unethical Behaviour

  1. Personnel should promote ethical behavior and talk to supervisors, managers or other appropriate personnel when in doubt of the best course of action in a particular situation.
  2. Personnel should report violations of laws, rules, regulations or this Code to Managing Director or the Chairman of the Audit Committee.

Bribes and Corruption

  1. Personnel shall not offer, give, solicit or accept bribes in order to achieve business or personal advantages for his/her or others or engage in any transaction that can be construed as having contravened the anti-corruption laws.
  2. Personnel shall be cognisant of the fact that bribes may be in any form, monetary or otherwise including but are not limited to unauthorised remuneration such as referral fee, commission or other similar compensation, material goods, services, gifts, business amenities, premiums or discounts of an inappropriate value or of an unreasonable level or that are not generally offered to others or that are prohibited by law or may reasonably be viewed as having crossed the boundaries of ethical and lawful business practice.
  3. Prior to giving or accepting any business amenity or other gifts (in whatever form or value), employees shall assess the appropriateness of their actions by assessing if the action could influence or could reasonably give the appearance of influencing the business relationship of NHR with that organization or individual or any business decision arising out of that business relationship.

Insider Trading

  1. Personnel who are in the possession of market sensitive information are not allowed to trade in securities of NHR if that information has not been made public. In the context of Malaysian law, insider trading is an offence defined under the Capital Market and Services Act 2007.
  2. Personnel shall not disclose such price sensitive information to any third party or encourage any other person to deal in price-affected securities.
  3. Personnel must ensure that all transactions in NHR shares comply with the procedures set out in the Bursa Malaysia Listing Requirements and the law on trading.

Money Laundering

  1. Money laundering is the process of concealing the identity of proceeds from unlawful activities to convert “dirty” money to a legitimate source of income or asset. Money laundering is an offence under the Anti-Money Laundering and Anti-Terrorism Financing Act 2001 in Malaysia.
  2. Personnel should be aware of the applicable anti-money laundering laws and shall seek to ensure they are appropriately and adequately informed of developments in the laws relating to this area.
  3. Personnel are expected to be mindful of the risk of NHR’s business being use for money laundering activities and to raise any suspicious transactions to their immediate superior and the Board.

Gifts and Business Courtesies

Personnel must exercise caution in relation to offering or accepting gifts and business courtesies. Personnel should not accept gifts or other form of remuneration if there is reason to believe that its purpose is to improperly influence business decisions.


Periodic Review

The Board and senior management of the Company will periodically review the Code on an annual basis and communicate the new changes to all levels of officers.