A MONTHLY NEWSLETTER BY HALIM HONG & QUEK

| VOLUME 3 | ISSUE NO.6 | JUNE 2020 |

FREE Publication Publication Permit PP19508/08/2019(035103)

AMLA : A Look into the

New 2020 Policy Document

Also in this Issue :

COMMERCIAL TENANCIES: A SPECIAL TAX DEDUCTION FOR RENT REDUCTION … PG 4

INITIAL EXCHANGE OFFERINGS IN MALAYSIA … PG 6

S.17A CORPORATE LIABILITY: WHEN ARE THE ‘ADEQUATE PROCEDURES’

SUFFICIENTLY ADEQUATE? … PG 7

HHQ FACTS : HOME QUARANTINE FOR THOSE ENTERING MALAYSIA

DURING RMCO … PG 9 … & …

HHQ CELEBRATES #CyberRAYA THIS YEAR!

hhq.com.my

From the Editor …

“Spring being a tough act to follow, God created June” ~ Al Bernstein ~

Dear Readers, The sunny month of June departed as quickly as it arrived. In no time, we are now in the second half of Year 2020! The bright sun of June did bring along a renewed hope to Malaysians when the government, on 10th June, announced implementation of the Recovery Movement Control Order (RMCO), which marks the nation’s exit strategy from a close to 3 months of quarantine, due to the Covid-19 outbreak. As per common ‘tradition’, June is a month when most of us would reflect on the resolutions or targets which we have set to achieve in the beginning of the year. This year, despite its unprecedented and unpredictable nature, should not be any different. In fact, this Year presents to us an opportunity to not only review our goals, but to dig deeper - to recalibrate our mindset, rekindle our spirit, and search within ourselves the will and strength to rethink, redirect and even rebuild a better future … In the spirit of renewal, we will meet you again in the coming months of July onwards with revived and improvised version of this publication. Till then, wishing you …

RENEWED SPIRITS!

Kashmir Harbans Singh Editor-in-Chief

| VOLUME 3 | ISSUE NO. 6 | JUNE 2020 |

is a monthly newsletter published by Halim Hong & Quek (HHQ)

It is distributed for free and can be read on HHQ’s website - https://hhq.com.my/ All articles in this publication are intended to provide a summary or review of the subject matter and are not intended to be nor should it be relied upon as a substitute for legal or any other professional advice.

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EMPOWER | VOLUME 3 | ISSUE NO. 6 | JUNE 2020

AMLA: A LOOK INTO THE NEW ‘2020 POLICY DOCUMENT’

Money laundering is a very sophisticated crime.

Section 4 of the Anti-Money Laundering, Anti-Terrorism Financing Act and Proceeds of Unlawful Activities Act 2001 (“AMLA”) defines money laundering as:

“an act that engages, directly or indirectly, in a transaction that involves proceeds of an unlawful activity or instrumentalities of an offence; acquires, receives, possesses, disguises, transfers, converts, exchanges, carries, disposes of or uses proceeds of an unlawful activity or instrumentalities of an offence; removes from or brings into Malaysia, proceeds of an unlawful activity or instrumentalities of an offence; or conceals, disguises or impedes the establishment of the true nature, origin, location, movement, disposition, title of, rights with respect to, or ownership of, proceeds of an unlawful activity or instrumentalities of an offence”.

To put it in a layman’s term, it is “a process of converting cash or property derived from criminal activities to give it a legitimate appearance. It is a process to clean ‘dirty’ money in order to disguise its criminal origin”.

Bank Negara Malaysia (BNM) is our nation’s designated, competent authority and regulator under the AMLA. Being a powerful piece of statute, AMLA covers very wide range of serious offences under its Schedule 2. This Act imposes certain obligations on legal entities, institutions and persons selected from sectors such as banking, financial institutions, insurance, capital market, money services businesses, electronic money and designated non-financial businesses and professions (DNFBPs), commonly known as “Reporting Institutions” to monitor business activities of the reporting institutions, and impose a statutory duty on the said institutions to report any “suspicious transactions” to BNM with the aim of curbing such offences.

In response to the mounting concern over money laundering activities, the BNM has been actively engaged with Reporting Institutions by conducting regular on-site examination to identify good practices and common lapses. Legal firms which are categorised as DNFBPs, are unavoidably amongst the main target of wrongdoers, considering that legal firms are very much exposed to the potential risk of becoming a conduit in a money laundering process. Apart from its active engagement, BNM has been proactive in initiating numerous steps, such as issuing revised policy documents or guidelines and introducing new preventive measures or supervisory tools, to continue to make its non-compromising approach towards money-laundering, felt.

On 31 December 2019, BNM issued the Policy Document on Anti-Money Laundering, Countering Financing of Terrorism and Targeted Financial Sanctions for DNFBPs and Non-Bank Financial Institutions (NBFIs) (“2020 Policy Document”). The 2020 Policy Document came into force immediately on 1 January 2020 and supersedes the previous policy document known as Sector 5 Policy Document which was issued on 1 November 2013. A grace period of six months is granted to Reporting Institutions to comply with the considerably higher standards of its regulations. Reporting Institutions must embrace or adapt to the new changes involving the application of risk based approach by 1st July

[UPDATES] AMLA 2

EMPOWER | VOLUME 3 | ISSUE NO. 6 | JUNE 2020

2020, failing which they will be liable to either a fine not exceeding RM1 million, an imprisonment for a term not

exceeding three years, or both, pursuant to the AMLA.

Under the 2020 Policy Document, the obligation of a Reporting Institution is now not merely limited to monitoring

and reporting money-laundering and terrorism financing risks, but is extended to monitoring and supervising the

implementation of the obligations and restrictions stipulated in the Strategic Trade Act 2010 (“STA”), Strategic Trade

(Restricted End-Users and Prohibited End-Users) Order 2010 and the Directive on Implementation of Targeted

Financial Sanctions Relating to Proliferation Financing issued by the Strategic Trade Controller, Ministry of

International Trade and Industry in April 2018

Reporting Institutions are now required to conduct client screening processes to cover persons, legal entities and

countries which are restricted under the STA and the relevant United Nations Security Council Resolutions on

Proliferation Financing. Unlike the previous policy document, Reporting Institutions are also required to obtain the

constitution and corporate documents in order to verify the identities of the directors and shareholders of even

Malaysian government-linked companies and Malaysian state-owned corporations and companies.

Reporting Institutions must conduct detailed institutional risk assessments (“IRA”) under the 2020 Policy Document

of which appropriate steps need to be taken to identify, assess and understand their money laundering/terrorism

financing risks at institutional level, in relation to their customers, countries or geographical areas, products, services,

transactions or delivery channels, and other relevant risk factors. The IRA is intended to alert Reporting Institutions

of any material and foreseeable anti-money laundering threats and vulnerabilities which they are exposed to.

The 2020 Policy Document also eases compliance risks and clear uncertainties for Reporting Institutions with the

insertion of useful guidance notes, guidance, and forms/templates in its Appendices.

Apart from the introduction of the new 2020 Policy Document which will take full force on 1st July 2020, Reporting

Institutions are also required by the BNM to submit a Data & Compliance Report (“DCR”) by 21st August 2020. The

DCR is another supervisory tool adopted by the BNM issued to DNFBPs and selected sectors of NBFIs on 22nd May

2020. The DCR is designed to allow Reporting Institutions to self-assess and understand their risks exposure and

vulnerabilities towards money laundering/terrorism financing and identify areas of improvement. The DCR is also

meant to gauge and self-measure the level of compliance and awareness towards the requirements and obligations

stipulated under the AMLA, Policy Document and relevant instruments. It also helps to protect Reporting Institutions

from potential abuse and misuse by money launderers by addressing the identified gaps.

The above-mentioned guidelines and the supervisory tools/controls introduced by the BNM, when effectively

implemented, will mitigate the adverse effects of criminal economic activities, and promote integrity and stability in

financial markets. Thus, these changes brought by the BNM ought to be welcomed by DNFPBs. Legal practitioners

should bear in mind that a solicitor’s role as a gatekeeper in preventing money laundering is not limited to carrying

out formal identity checks. It is of utmost important that members of the legal profession act with honesty and

integrity when implementing these statutory obligations imposed upon them.

[UPDATES] AMLA

3

*WRITTEN BY:

THOO YEE HUAN LL. B (Hons) Malaya SENIOR PARTNER, DISPUTE RESOLUTION

yhthoo@hhq.com.my *The writer is the AMLA Compliance Officer of Halim Hong & Quek, who currently also serves as a member in the AMLA Subcommittee of Malaysian Bar Council

This write up is intended to provide an update of the subject matter & is not intended to be nor should it be relied upon as a substitute for legal or any other professional advice.

“Apart from complying with the 2020 Policy

Document, which comes into full force starting

1st July, Reporting Institutions are also required

by the BNM to submit a Data & Compliance Report

by the 21st August 2020”

EMPOWER | VOLUME 3 | ISSUE NO. 6 | JUNE 2020

A SPECIAL TAX DEDUCTION FOR RENT REDUCTION

The Movement Control Order (‘MCO’) was implemented throughout Malaysia from 18

March to 3 May 2020 in order to curb the spread of COVID-19 in the nation. All

government offices and business premises were not allowed to operate and were

closed, except for those providing essential goods and services. It is predicted that the

economic damage and aftermath of the pandemic would be significant and far-

reaching. For one, tenants, be it business owners or individuals, may not be able to

meet their rent obligations due to the disruption caused by the pandemic. Hence, in

this write up we seek to address a common question running in most tenants’ mind of

as to whether they could seek to defer or reduce the payment of their rent during the

present difficult times.

Tenancy Agreements & Force Majeure Clauses: ‘Force majeure’ is a clause commonly inserted into contracts with the potential effect of freeing contracting parties from their liabilities and obligations when an extraordinary event or circumstance beyond the control of the parties takes place, such as war, strike, riot, natural disaster, etc., that makes the performance of the contract impossible.

In Malaysia, the concept of force majeure is not automatically implied into contracts, rather it must be expressly provided for in a contract. What constitutes a force majeure event depends on the wordings and how the clause is drafted. There can therefore be no general rule as to what constitutes a situation of force majeure. Whether such a situation arises, and, where it does arise, the rights and obligations that follow, would all depend on what the parties, in their contract, have provided for.12

Having said so, it can be argued that the Covid-19 pandemic could qualify as a force majeure event if the clause is drafted to expressly include terms such as “disease”, “epidemic” or “global health emergency”.

The implementation of MCO does not affect the effectiveness of a valid tenancy agreement. However, the Covid-19

pandemic, being an unprecedented event, is understandably was not foreseen by contracting parties at the time of

the execution of their agreements. Therefore, in situations where a tenancy agreement provides for a specific force

majeure clause as mentioned above, affected tenants may plead and invoke the clause in not fulfilling their side of

contractual obligation i.e. non-payment of rent. In the absence of such a clause, a tenant may however be caught in

a status quo position whereby rent is still chargeable and payable.

The Impact of MCO on Tenants:

Following the strict implementation of MCO, all Malaysians were asked to stay at home and were only allowed to go out to purchase essential goods such as food and medicine. As a result, residential tenants were compelled to stay at home, whereas commercial tenants were not able to operate their businesses as usual. It is rather apparent that the MCO did not affect the nature of residential tenancy agreements as generally such tenants would have continued to live in their rented premises during the period. But the same cannot be said about commercial tenants who could not continue their businesses as usual due to the MCO. In other words, the MCO did not affect residential tenants in the same way as it did business tenants. Based on this assumption, it would be a challenge for residential tenants to rely on force majeure to either waive or defer the payment of their rent during the MCO

REAL ESTATE

4

1 Magenta Resources (s) Pte. Ltd. v China Resources (s) Pte. Ltd. [1996] 3 SLR 62 2 Muhammad Radhieddeen bin Abdul Khalid v Saujana Triangle Sdn. Bhd [2017] MLJU 950 3 http://lampiran1.hasil.gov.my/pdf/pdfam/FAQ_PRE3.0_RENTAL_REDUCTION_2.pdf

EMPOWER | VOLUME 3 | ISSUE NO. 6 | JUNE 2020

Would the non-payment of rent during MCO be considered breach of a

tenancy agreement?

The non-payment of rent is commonly considered as a fundamental breach of

tenancy agreement and landlords reserve the right to terminate the agreement

and claim any outstanding rent. Similarly, the non-payment of rent by business

tenants whose tenancy agreements do not contain a force majeure clause or by

residential tenants during the MCO would tantamount to a breach as well.

However, tenants may negotiate with their landlords to either reduce or defer

the payment(s) during the MCO. The decision to accept such a suggestion is

entirely up to a landlord’s discretion. As long as the landlord agrees to grant a

rental reduction or allow for a deferment of payment, it shall be binding on both

parties and a supplemental agreement to that effect should be executed to

protect both parties.

Special tax deduction on rental reduction/relief to Small and Medium Enterprises tenants

On 6th April 2020, the Malaysian Government announced an additional Economic Stimulus Package in which landlords

of commercial premises would qualify for special tax deductions should they opt to reduce/relief their rental rates by

at least 30% each month, from April to June 2020.

This special tax deduction, being equivalent to the total rent discount, will be granted to landlords who provide the said

discounts to their Small and Medium Enterprises (SME) tenants.

According to an amended FAQ issued by the Inland Revenue Board of Malaysia (“LHDN”) dated 15th June 20203,

the tax deduction has been prolonged for another three months, for rental reduction offered from April till September

2020. To be eligible for this special tax deduction, the following conditions must be fulfilled:

▪ The taxpayer (corporate, individual, cooperative, or other business and non-business entities) must be renting their business premises to any qualified SME tenants.

▪ The rented premises must be used by the tenant for the purposes of carrying out their business. ▪ The landlord must be a taxpayer with rental income pursuant to ss. 4(a) and 4(d) of Income Tax Act 1967.

The definition of SME for this purpose follows that of the National SME definition; the SME must be registered and have obtained an SME Status Certificate from the SME Corp. For landlords who may have received rental payments in advance for the months of April till September 2020, they are still entitled to offer rental reduction and claim the special tax deduction offered by the Economic Stimulus Package, provided the conditions mentioned above are fulfilled. At the time of writing this information, landlords are required to keep the following supporting documents in order to claim the special tax deduction:

Stamped tenancy agreement Rental income statement SME Status Certificate issued by SME Corp Tenant’s information, rental information and rental reduction methods Any documents that may be required by LHDN from time to time

REAL ESTATE 5

WRITTEN BY:

LOW KHYE YEN, LLB (Hons) Multimedia University

SENIOR ASSOCIATE (REAL ESTATE)

kylow@hhq.com.my

This write up is intended to provide a summary of the subject matter & is not intended to be nor should it be

relied upon as a substitute for legal or any other professional advice.

“Landlords of business premises that offer

reduction or relief of rental payment to SME tenants from April 2020 to September 2020 are

allowed to claim a special tax deduction”

– LHDN -

| VOLUME 3 | ISSUE NO. 6 | JUNE 2020

INITIAL EXCHANGE OFFERINGS IN MALAYSIA

The Securities Commission of Malaysia (“SC”) has, on 15

January 2020, published the regulatory Guidelines on Digital

Assets (“Guidelines”) that outlines the framework for initial

exchange offerings or digital token offerings in Malaysia. The

SC Guidelines1 will come into effect in the second half of 2020

to allow potential issuers, platform operators and investors to

familiarise themselves with the requirements in the Guidelines.

In this write up, we highlight some of the key information that

may be useful to potential issuers or investors of initial exchange

offerings in Malaysia.

[1] What is an initial exchange offering ?

An Initial Exchange Offering (IEO) is a sale of

digital assets that takes place through an

exchange. Compared to the traditional fundraising

activities such as initial public offerings, an IEO

allows a company with an innovative business

proposal to raise capital before it can do so

through venture capitalists or lenders. It also

allows the company to raise funds without selling

their equity or incurring a debt while developing

their innovative ideas.

[2] Who can operate an IEO platform?

An IEO platform can be operated by IEO

operators who are registered with the SC, as

stipulated in the Guidelines.

[3] Who can be an IEO Operator? What are

the requirements?

An IEO Operator must be a locally incorporated

company with a minimum paid-up capital of RM5

million. In terms of governance, in the event the

IEO Operator is a public company, it should have

at least one independent director.

If a company wishes to facilitate the trading of

digital assets on its platform, the company must

also be registered as a digital asset exchange

operator under the SC’s Guidelines on

Recognised Market.

An IEO Operator will be required to, among

others:

▪ carry out due diligence and critical

assessment on the IEO issuer, including

assessing the IEO issuer’s white paper as

well as the features of digital tokens;

▪ ensure the IEO issuer complies with the

requirements under the Guidelines, notifying

the SC on any breaches of securities laws and

material changes in connection with the IEO;

▪ maintain a register of initial token holders,

have in place policies and procedures on anti-

money laundering and cyber security as well

as risk management; and

▪ ensure that the trust accounts for receiving

and paying out monies are maintained with

licensed Malaysian financial institutions, and

to be administered by a trustee registered

with the SC under the Guidelines on

Registration and Conduct of Capital Market

Services Providers.

[4] Who can be an IEO issuer? What are the

requirements?

An IEO issuer must:

▪ be a locally incorporated company with its

main business operations in Malaysia but

does not include an exempt private company

and public listed company. An unlisted

subsidiary or a special purpose vehicle of a

public listed company may, however, qualify

as an IEO issuer;

▪ have a minimum paid-up capital of

RM500,000;

▪ have at all times, at least two directors whose

principal or only place of residence is in

Malaysia;

▪ members of the board and senior

management must, in aggregate, own at least

50% equity holding in the IEO issuer on the

issuance date and may only transfer not more

than 50% of their initial equity holding until

completion of the project;

▪ demonstrate that it has an innovative solution

or a meaningful digital value proposition for

Malaysia. “Innovative” is described as

projects that “provide a solution or addresses

an existing market need or problem” or

“improve the efficiency of an existing process

or service undertaken by the IEO issuer or

the industry”; and ensure that digital tokens

that serve as a payment instrument may only

be used in exchange for the IEO issuer’s

goods and services as prescribed in the

registered white paper.

[5] What is the process flow to carry out fund

raising via IEO by an IEO issuer?

▪ An IEO issuer is required to submit its

application including a white paper to an IEO

Operator for approval. The white paper, an

important aspect of an offering, would

include, among others, the material

information on the IEO issuer, the digital

token and the utilisation of funds obtained

through the IEO issuer’s fundraising

exercise.

▪ The IEO Operator will assess the IEO issuer

and its white paper and, if approved,

facilitate the offering of the tokens to

investors. During the first phase of the

implementation, the SC will be working with

the IEO Operator in assessing the IEO issuer.

▪ Once approved, the public may then invest in

the IEO issuer’s tokens at the IEO platform.

▪ Funds may only be released to the IEO issuer

when the target has been met.

▪ Finally, the IEO issuer will utilise the funds

to produce the intended product or service

after which, the investors can also use the

IEO tokens to exchange for the IEO issuer’s

product or service.

[6] Is there any fundraising limit for an IEO?

The SC stipulates that a company can raise capital

at a multiple of 20 times of its shareholders’ funds

and is subject to a ceiling of RM100 million.

[7] Who can be an investor and is there any

limit for an investor to invest in an IEO?

There is a limit imposed for both retail investors

and angel investors.

▪ Investment by the retail investors is limited

to RM2,000 per offering, and a total of

RM20,000 per year.

▪ For angel investors, defined as those with

gross annual income of not less than

RM180,000, they are allowed a maximum

investment of RM500,000 per year.

▪ There are no restrictions on investment

amount for sophisticated investors.

[8] Are there any safeguard measures for

investors?

Recognising the high-risk nature of digital token

investments, the SC has introduced several

safeguard measures for investors. Among others,

funds raised from an IEO will be placed under a

trust account maintained with a licensed

Malaysian financial institution and the cash

disbursement will be “milestone-based”. This

means the funds will only be released to the

company or IEO issuer when the project target has

been met.

The SC will also conduct post issuance

monitoring of the utilisation of the proceeds.

Meanwhile, a digital token issuer is required to

publish annual and semi-annual reports which

contain the necessary information on the IEO

platform to enable token holders to evaluate the

performance of the IEO issuer.

The approach of using IEO to conduct

assessments and due diligence is a good step in

minimising questionable projects and

safeguarding the investors.

1 Complete details on the Guidelines can be found in the link below: https://www.sc.com.my/api/documentms/download.ashx?id=dabaa83c-c2e8-40c3-9d8f-1ce3cabe598a

CORPORATE & FINANCE

WRITTEN BY:

DAPHNE LAM POOI MUN LLB (Hons)(Lond), CLP

SENIOR ASSOCIATE (CORPORATE, COMMERCIAL & COMPLIANCE TEAMS)

daphne.lam@hhq.com.my

This write up is intended to provide a summary of the subject

matter & is not intended to be nor should it be relied upon as a

substitute for legal or any other professional advice.

6

“Funds may only be released to an IEO issuer when the target has been met”

| VOLUME 3 | ISSUE NO. 6 | JUNE 2020

CORPORATE LIABILITY UNDER S17A MACC 2009 : WHEN DO THE ‘ADEQUATE PROCEDURES’ BECOME SUFFICIENTLY ADEQUATE?

:

Malaysia has adopted the UK’s approach in its Bribery Act 2010 in respect of corporate liability for

bribery and corruption, by introducing Section 17A of the Malaysian Anti-Corruption Commission Act

2009 (“MACC 2009”). This provision, which has come into force since 1st June 2020, is intended to put

compliance of the anti-corruption law on the boardroom agenda of all commercial organisations.

Section 17A(4) of MACC 2009 provides that when a commercial organisation is charged for

corruption, it may raise the defence of having in place “adequate procedures” which prevent persons associated with it, from undertaking such a conduct.

Are ‘Adequate Procedures’ necessarily adequate?

R v Skansen Interiors Limited, Southwark Crown Court (7 March 2018), United Kingdom

Skansen Interiors Limited (“Skansen”) was the first commercial organisation in the UK to rely on the statutory "adequate procedures" defence. Its statutory defence was however later rejected by the Southwark Crown Court.

Skansen obtained tenders from DTZ Debenham Tie Leung (“Debenham”) for contracts worth £6 million. It subsequently emerged that Skansen’s former managing director, Stephen Banks (SB) had paid bribes to Graham Deakin (GD), a former project manager at Debenham, in order to secure the contracts. A number of steps were made to conceal the bribes.

Skansen’s newly appointed CEO then discovered such dubious payments and initiated an internal investigation. The internal investigation was concluded with the dismissal of SB. Skansen then submitted a suspicious activity report to the National Crime Agency and reported the matter to the City of London Police and Action Fraud, where both SB and GD pleaded guilty to bribery offences.

The “Defence” raised:

Skansen argued that it had adequate procedures in place

at the time of the alleged misconduct as there were a

number of procedures for maintaining transparency and

integrity. For a small-sized organisation (around 30

employees), they had policies relating to ethical and

honest behaviour and therefore did not need a separate

bribery policy. Further, they had in place financial

controls before approving any payment. Evidence given at

trial and email evidence showed that Skansen’s

employees were aware that bribery was prohibited.

Skansen argued that those checks and balances were

sufficient for a company of its size and its localised

operation.

It was however held that the procedures and controls in

place at Skansen were inadequate and insufficient to

prevent bribery from taking place.

Limited Judicial Interpretation

This case clearly shows that commercial organisations

should give serious weight to ‘adequate procedures’ in

combating bribery. But what does it mean to say that the

anti-corruption procedures should be 'adequate'?

CORPORATE & FINANCE

7

| VOLUME 3 | ISSUE NO. 6 | JUNE 2020

In the Malaysian context, the Prime Minister’s

Department has, pursuant to Section 17A(5) of the

MACC 2009 issued the ‘Guidelines on Adequate

Procedures”, which are crafted based on the following

T.R.U.S.T principles in assisting commercial

organisations to implement the said ‘adequate

procedures’:

[T] Top Level Commitment

[R] Risk Assessment

[U] Undertake Control Measures

[S] Systematic Review, Monitoring & Enforcement

[T] Training and Communication.

As this is a new area of law in Malaysia, the law and

interpretation of these five principles will surely take

some time to develop by way of case law or the further

passing of related/supplementary legislations.

How can the T.R.U.S.T principles be cultivated in a

Commercial Organisation?

Commercial Organisations must ensure that all their

employees understand its policies and procedures on

anti-corruption and the aim of such policies. Other than

the Guidelines provided by our Prime Minister’s

Department, the following steps may be taken to

strengthen the defence of a commercial organisation

having in place adequate procedures:

(a) Crafting anti-corruption provisions in key

contracts (i.e. employment contracts, contracts

entered into with third party business associates).

Significant emphasis must be placed on the importance

of having an anti-corruption provision in all contracts

the commercial organisation enters into with its

employees and third-party business associates such as

agents, vendors, clients etc.

This is because in the event any employee or related

third party with whom a commercial organisation has a

contractual relationship is liable for any bribery or

misconduct, it would also result in a breach of contract.

Such provision will then allow the affected commercial

organisation to terminate the contract on no notice,

without liability.

(b) Providing training to raise awareness on anti-

corruption.

The Prime Minister’s Department has spelt out in the Guidelines, a broad range of formats of trainings that may

be conducted in order to raise the awareness on anti-

corruption:

induction programs featuring anti-corruption

elements;

role-specific training, which is tailored to corruption

risks the position is exposed to;

corporate training programs, seminars, videos, and in-

house courses;

intranet or web-based programs;

town hall sessions;

retreats; and

out-reach programs.

The Prime Minister’s Department also states that such

trainings are required to ensure the employees and

third-party business associates of commercial

organisations thoroughly understand the organisation’s

anti-corruption position, especially in relation to their

respective roles within or outside the organisation.

Therefore, besides imbibing the TRUST principles in

one’s organisation structure, should the right corporate

culture exists in an organisation, and if there is a genuine

desire to stamp out poor corporate governance, then it

is more likely that the anti-corruption policy and

procedures in place, will be 'adequate' and sufficient.

This write up is intended to provide an overview of the subject matter & is not intended to

be nor should be relied upon as a substitute for legal or any other professional advice.

WRITTEN BY:

JASMINE SIA WAN JIN LL. B (Hons) Cardiff University ASSOCIATE, CORPORATE AND COMMERCIAL & COMPLIANCE

jasmine.sia@hhq.com.my

CORPORATE & FINANCE

8

“Section 17A of the MACC 2009, is intended to put compliance of the

anti-corruption law on the boardroom agenda of all commercial

organisations"

| VOLUME 3 | ISSUE NO. 6 | JUNE 2020

#HHQ FACTS

Effective April 3, the Malaysian authority imposed compulsory quarantine policy for all citizens and non-citizens where they will be required to undergo Covid-19 test upon arrival in Malaysia. If tested positive, they will be brought to hospitals and if negative, they are required to undergo compulsory quarantine for 14 days at the quarantine centers. This process also continued throughout the period of Conditional Movement Control Order (CMCO). As Malaysia enters the Recovery Movement Control Order (RMCO), restrictions on movement have been eased. Starting June 10, any citizen, permanent resident of Malaysia, expatriate, diplomatic corps or any other foreigner permitted to enter Malaysia from overseas will be permitted to undergo compulsory quarantine at home instead of being quarantined at quarantine centers. Whilst in home quarantine, they will be required to wear a wristband provided by the authorities pursuant to paragraph 8 of the Prevention and Control of Infectious Diseases (Measure within Infected Local Areas) (No. 7) Regulations 2020. Refusing to wear or trying to remove the wristband during the home quarantine is an offence which carries a penalty of fine of up to RM1,000 or imprisonment for a term of up to 6 months or both. To ease the congestion at airports as a result of the requirement to undergo Covid-19 test, Malaysians abroad are encouraged to take the swab tests and present a certificate to confirm that they are free from Covid-19. With this certificate, they may be allowed to skip the Covid-19 test upon arrival in Malaysia and return home to undergo a compulsory home quarantine.

[UPDATES] COVID-19 & RMCO 9

This write up is intended to provide an update of the subject matter & is not intended to be nor should be relied upon as a substitute for legal or any other professional advice.

WRITTEN BY:

TAN POH YEE LL.B(Hons) University of East London, CLP

TEAM LEAD (LEARNING & DEVELOPMENT)

pohyee.tan@hhq.com.my

When Malaysia first implemented the Movement Control Order (MCO) in March 2020, only businesses providing essential services were permitted to operate. Transportation by land, water or air is not considered as essential service. Only in early April 2020, essential services were broadened to include transportation by land, water or air pursuant to the Prevention and Control of Infectious Diseases (Measures within Infected Local Areas) (No. 2) (Amendment) Regulations 2020 [PU(A) 112]. As part of the measures to control the spread of Covid-19 in the country, Malaysians who return home from overseas are required to undergo health examination upon arrival in Malaysia before being allowed to proceed for immigration clearance.

| VOLUME 3 | ISSUE NO. 6 | JUNE 2020

That’s’ us, the HHQ Sports Club

From Left: Ms. Jessica (President of HHQ Sports Club),

Ms. Chong Lee Hui (Head of Real Estate Department),

Dato’ Quek Ngee Meng (Managing Partner) and

Ms. Lee Pei Ying (Human Resources Manager) &

Ms. Mavis Tan (Head, Administration)

The winning team, enthusiastically scoring through the Raya Quiz

Our Managing Partner with his teammates, donning traditional Malay

costumes for the day

HHQ goes #CyberRaya this year …

Hari Raya or Eid ul-Fitr is celebrated by Muslims worldwide. It marks the end of a month-long fasting of Ramadan. Halim Hong & Quek recently organised a special Hari Raya celebration, in continuing our tradition of togetherness and celebrating key festivities with each other.

Keeping in mind the ongoing Covid-19 pandemic and the need for us to adapt to the new norm of social distancing, the celebration was partially digitised, incorporating special activities to imbibe the understanding of Hari Raya and its related culture amongst all the members of HHQ Family. The celebration started with a Hari Raya lunch, served in bento boxes for each of us to enjoy at our respective working spaces. As we savoured the delicious lunch, our Managing Partner, Dato’ Quek Ngee Meng addressed us via Zoom with a meaningful, empowering Hari Raya speech.

We then proceeded to the main highlight of the day - HHQ Raya Quiz, specially curated and organized by our very own Sports Club. About 70 of our staff members took part in the Quiz, who were divided into 11 teams. Each one of us tried our level best to answer questions posed which tested our general knowledge on Hari Raya celebration.

In order to promote physical distancing, the HHQ Raya Quiz was conducted via Zoom, where our colleagues, in small groups, communicated, discussed, (and even debated) to lock down their answers. We received overwhelming positive feedback that this was an enjoyable and interactive part of the celebration.

Following a competitive, yet fun contest between the 11 teams, we had our winners – ‘Team Poh Yee’ led by Ms Tan Poh Yee (the key person spearheading our firm’s Learning & Development Team), emerged the champions! All top 6 teams of the HHQ Raya Quiz won attractive prizes worth more than RM700. A light-hearted prize giving ceremony marked the end of the celebration. Despite the new norm of physical distancing , for us, this year’s celebration will remain a memorable one - #RayaTetapBersama #HHQCelebratesWithYou

Reported by:

Kelvin Koay Vice President, HHQ Sports Club