TNB POLICY

Symbol

The Corporate Identity for TNB is based on an easily recognised application of electricity – the light bulb. The form of the bulb is highly stylised, giving a sense of vitality and of the future. It is a clean, efficient design and formed almost entirely by one single line, resolving inside the bulb shape with a lightning symbol, dramatising TNB’s electrical energy function. The shape of the bulb suggests the form of a “T” – representing “tenaga” (energy).

Corporate Name

The name of Tenaga Nasional Berhad concisely summarises the Company’s role. It is depicted in the Corporate Logo with a clean, sophisticated typeface that projects TNB’s exciting future. The lettering is italicised to represent the dynamic role that TNB will play in the nation’s progress. The typeface is bold, to depict the Company’s inherent strength, confidence and reliability.

Corporate Colours

The logo symbol is in a brilliant red to symbolise energy. It is a most impactful colour connoting excitement and confidence. The Corporate Title is in a cool, solid blue – giving a sense of corporate strength and dignity, a perfect complement to the red logo. Red and blue together also reflect the colours of the national flag – appropriate for a vital national service.

Preamble

Good corporate governance is being introduced throughout the world as a business imperative offering competitive advantage. At TNB, our stakeholders, Directors and Employees prefer to do business with enterprises that uphold the principles of good corporate governance, namely integrity, transparency, independence, accountability, fairness, and social responsibility. In this respect, procurement is critical as it plays an important role in our business. An effective procurement function enables TNB to:

   
• Provide high quality products and services to our customers;
 
• Be responsive to our customers’ needs;
 
• Be cost effective and efficient in our operations;
 
• Work more productively with our Suppliers/Contractors; and
 
• Preserve TNB’s good name and reputation.

For TNB’s procurement function to be effective, we believe that all participants in our Procurement Processes need to engage in the basic principles of trust, honesty, fairness and transparent behaviour. With this Code, we hope to clarify and institutionalise:

   
• What is considered to be acceptable business behaviour and by implication, what behaviour is not tolerated by TNB;
 
• Available channels to communicate or report unethical behaviour; and
 
• The implications of non-compliance to the Code.

The Code is intended for all those involved in the Procurement Processes of TNB including:

   
• All Directors;
 
• All Employees and Employees Seconded to TNB;
 
• All existing and potential Suppliers/Contractors including their directors and employees.

Breach of Code

Breach Of The Code By Employees

Breaches of the Code may result in disciplinary actions being invoked against the Employees concerned in accordance to “Prosedur Tatatertib TNB” or any disciplinary procedures that are currently in force. Breaches of the Code by Employees Seconded to TNB from the government or other companies may result in disciplinary actions being invoked against the seconded employees in accordance to the rules and procedures of their respective employers.

Breach Of The Code By Directors

For Directors, breaches of the Code may result in disciplinary actions in accordance to the Malaysian Companies Act 1965.

Breach Of The Code By Suppliers/Contractors

Suppliers/Contractors who have committed a breach of the Code shall be subjected to the following action:

   
• Penalties or any contractual or legal remedies under the law;
 
• Immediate termination of contract;
 
• Disclosure of nature of breach to TNB;
 
• Blacklisted by TNB and shall be precluded from tendering for any work in the supply chain for the specified period.

Principles of Code

The Code is guided by eight principles of conduct, which reflects the core beliefs, and values of our organisation (please refer to Table 1). The Code focuses on three key tenets of ethical conduct:

 
• Zero tolerance on corruption;
 
• No conflict of interest; and
 
• Honest and accurate representation of capabilities.

Table 1: Key principles of the Code

Our Policy On Corruption

It is entrenched in the law of the country that all forms of Corruption are illegal. Therefore all Employees, Employees Seconded to TNB, Directors and Suppliers/Contractors shall not engage in such practices. It is TNB’s policy that all Employees, Employees Seconded to TNB, Directors and Suppliers/Contractors conduct their work/business in accordance with the following ethical standards: Suppliers/Contractors Ethical Standards:

   
• Not to offer money, goods or services, to any of Employees, Employees Seconded to TNB, Directors or any official as consideration for their decision, opinion, recommendation, vote or other exercise of discretion;
 
• Not to offer, give, agree or promise to give, in any manner, gratuity to Employees, Employees Seconded to TNB and Directors.

In the event that Employees or Directors commit any of the above acts, the Suppliers/ Contractors shall report such acts to the Authorised Representatives of TNB and in the case of Directors, to the Official Authorities. Employees, Employees Seconded to TNB and Directors Ethical Standards:

Our Position On Conflicts Of Interest

Employees, Employees Seconded to TNB and Directors must exercise sound judgement and avoid Conflicts of Interest. If an Employee or Employee Seconded to TNB has, or potentially will have, conflict of interest with Suppliers/Contractors, the individual must immediately notify such conflict to his or her Supervising Officer. The Supervising Officer shall decide whether the individual should recuse himself or herself from the procurement process and seek alternatives. In the case where the Supervising Officer is potentially in conflict of interest, the individual must notify a higher authority Supervising Officer or as a last resort, the Internal Affairs, Internal Audit or Security Departments of TNB. If a Director has or potentially will have Conflicts of Interest, the Director should immediately notify such conflicts to the Chairman of TNB’s Board of Directors and/or recuse himself or herself from the procurement process.

Representations From Suppliers Or Contractors

Suppliers/Contractors must declare in writing to TNB that:

   
• They will comply with all legislations, regulations and statutory requirements relating to the provision of the products/services to TNB;
 
• They are not related (e.g., common shareholders, Board members, senior management) to any of the other Suppliers/Contractors participating in the same bid;
 
• They will not conspire or collude with other Suppliers/Contractors or agents when participating in a bid;
 
• They are duly authorised/certified provider of the products/services and shall not, expressly or impliedly hold themselves out to be an agent/representative of a third party service provider for similar products/services;
 
• They will at all times supply products that are certified to be of merchantable and satisfactory quality;
 
• They possess and utilise the necessary capabilities, equipments and suitable place of business to perform their obligations;
 
• They shall not subcontract or outsource any portion of the products/services unless prior written consent from TNB has been obtained;
 
• They shall maintain the highest standards of integrity and quality of work at all times.

If the Suppliers/Contractors are companies with Bumiputera status, the Suppliers/Contractors undertake that their:

   
• The majority (at least 51%) of shareholding/equity are Bumiputera;
 
• The majority (at least 51%) of their employees are Bumiputeras;
 
• Key positions in the Suppliers’/Contractors’ organization, such as the Chief Executive Officer, the Chief Operating Officer, the Managing Director, the General Manager or the Chief Financial Officer or any other such person responsible for finance are held by Bumiputeras; and/or
 
• All other guidelines that determine a company’s qualification for Bumiputera status are complied with.

Application of the Code

Employees, Employees Seconded to TNB, Directors and Suppliers/Contractors including their employees and directors, shall adhere to the Code at all times.

Requirements From Employees, Employees Seconded to TNB and Directors

All Employees, Employees Seconded to TNB and Directors are accountable and responsible in complying with the detail and spirit of the Code. In fulfilling these responsibilities each Employee, Employee Seconded to TNB and Director must:

   
• Read, understand and internalise the Code;
 
• Participate in training and educational programmes/events required for his/her job
 
• Obtain guidance for resolving a business practice or compliance concern if he/she is uncertain about how to proceed in a situation;
 
• Report possible violations of the Code;
 
• Cooperate fully in any investigation which may be conducted by TNB’s Procurement Department, Internal Audit Department, Internal Affairs Department and Security Department; and
 
• Make a commitment to conduct TNB’s business with integrity, in compliance with the Code as well as applicable company policies, laws and regulatory requirements.

Requirements From Suppliers or Contractors

All current and potential Suppliers/Contractors must adhere to the principles and policies prescribed in the Code. In fulfilling these responsibilities, Supplier/Contractor, their employees and representatives must:

   
• Read, understand and internalise the Code;
 
• Comply with the Code;
 
• Report possible violations of the Code by informing Authorised Representatives of TNB; and
 
• Cooperate fully in any investigation or audit by Authorised Representatives of TNB with regards to compliance to this Code.

TNB will only deal with Suppliers/Contractors who adopt and adhere to the Code and/or any other policies or code of conduct that aims to promote similar principles as the Code. In this respect, TNB will monitor the performance of its Suppliers/Contractors and will take necessary action when there is non-compliance or breaches of the Code. To ensure the compliance of the Code, Suppliers/Contractors must:

   
• Maintain all accurate and complete documentations to support compliance;
 
• Provide Authorised Representatives of TNB with complete and unrestricted access to relevant records, upon TNB’s request;
 
• Allow Authorised Representatives of TNB to conduct confidential interviews with their management, directors and employees individually;
 
• Allow Authorised Representatives of TNB to conduct site visits to the Suppliers’/Contractors’ locations in any manner; and

Respond promptly to inquiries from Authorised Representatives of TNB regarding implementation of the Code. TNB Procurement Code of Conduct (PDF)

In Tenaga Nasional Berhad (TNB), ethics and integrity are indispensable to our vision and mission. We act with honesty and adhere to the highest standards of moral and ethical values and principles through our individual and professional behavior.

TNB strives to maintain the highest standards of ethical conduct and corporate responsibility through the application of the following principles:

• Compliance with national and international laws and regulations, which is required as a minimum standard.
• Reputable business practices must be applied company-wide.
• Conflicts of interest must be declared and appropriate arrangements made to ensure that those with a material interest are not involved in the decision making process.
• Improper payments of any kind are prohibited. Similarly, no gift of material value and which may be interpreted as a form of inducement should be accepted or offered by our employees, directors or agents acting on our behalf.
• Reporting of business performance should be undertaken in such a way that senior management is fully and properly informed concerning the true performance, risks and opportunities of business in a timely manner.
• Ethical issues must be dealt with in an efficient and transparent manner. A positive contribution to society as a whole, and specifically to the communities in which we operate, must be ensured.
• We must seek to influence our suppliers, vendors and contractors to operate to similar high standards as ourselves.

Integrity is about people doing the right thing - not looking for personal gain or to reward other by taking advantage of ambiguity or uncertainty in the law or in the company's policies and procedures. All employees, including company executives, officers and senior level managers, as well as members of TNB's board of directors are each expected not only to champion the policy, but also to protect it - questioning and reporting any practice or activity that conflicts, or appears to conflict with the Company's ethical standards.

Objective

To state TNB’s position on bribery and related matters, and to establish key pillars in its structure to protect the company against the impact of bribery.

Policy Statement

Bribery in all its forms related to TNB’s activities is prohibited. It is the responsibility of Personnel at all levels to act with integrity. TNB holds a ‘No Gifts’ policy, although certain exceptions are allowed. Integrity Pledges must be signed by Personnel on a regular basis, as well as a Conflict of Interest declaration. Business Associates acting on behalf of the company must be managed carefully. Reporting of misconduct by Personnel or third parties is expected, with protection provided for all disclosers acting in good faith. The company is committed to enforcing its position, with the Integrity Department (ID) taking on this role. The TCIMS will be assessed and updated on a regular basis to ensure its effectiveness is maintained.

For more information, please refer to our full anti-bribery policy here:

• Anti-bribery Policy
• Polisi Anti-Rasuah

Objective

To establish TNB’s position on Conflicts of Interest, the company’s expectation that Personnel at all levels should declare any conflicts as they arise, and state the sanctions for non-compliance.

Policy Statement

It is the policy of TNB that the disclosure and management of Conflicts of Interest is the responsibility of its Personnel at all levels. All potential, perceived and actual conflicts are to be declared in a timely manner and managed using the mechanisms provided by the company. Primary responsibility for managing the declaration lies with the person’s own Manager, with support provided by Group Human Resource (GHR) and the ID. Sanctions for non-compliance can be severe, depending on the nature of the declared conflict and its impact on the company.

Objective

To establish secure and confidential reporting channels, ensure whistleblower protection, and provide guidelines on managing reports to their conclusion in an effective and timely manner.

Policy Statement

TNB expects Personnel at all levels to report concerns they may have on any behaviour they observe in relation to the company’s activities via the channels established for this purpose. External parties encountering misconduct as they work with TNB Personnel are likewise expected to report their concerns through the designated channels. Protection will be provided to all parties acting in good faith.

For more information, please refer to our full whistleblowing policy here:

• Whistleblowing Policy
• Polisi Pemberian Maklumat

Objective

To delineate the difference between a gift and a bribe, and provide guidance on the acceptable behaviour for company Personnel at all levels with respect to gifts, hospitality and related benefits. Expectations of external parties are also stated.

Policy Statement

TNB holds a ‘No Gifts’ policy. However there are some exceptions allowed, provided no Conflict of Interest arises and decision-making behaviour is not influenced. Likewise, normal business hospitality is permitted but must not be so frequent or extravagant that sense of obligation is created on the side of the receiver. Festive hampers are discouraged and are to be refused wherever possible. Discounts for staff by External Providers must be provided transparently as part of a general agreement between the Provider and TNB. Facilitation payments must not be made.

Charitable donations and sponsorships must be made transparently and for the general well-being of the company and the communities it serves. Political contributions are only permissible via an established approval procedure (due process) by the Board Integrity Committee and must be made in line with the law.

Objective

To strengthen the measures employed by TNB to safeguard the tendering and procurement procedures against the effects of bribery.

Policy Statement

Integrity Pacts set out the behaviours expected of the company’s External Providers when participating in the contracting procedure. Signing the Pact is a prerequisite for entering into a contract with TNB, and includes provisions for recognised challenge areas such as collusion between providers, bribing of company personnel, and misrepresentation of products. The Pacts are provided to providers at an early stage of the procurement process.

Integrity Pledges establish the expected behaviours of TNB Personnel at all levels participating in tender committees. Like the Integrity Pacts, the Pledges cover the high-risk areas of bribery, sharing of confidential information and collusion. In addition, the Pledges include a Conflict of Interest statement. All members of the committee who are present must sign their Pledges at the start of the meeting.