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Integrity in Practice: How TNB Manages Conflicts of Interest

In any organisation, there may be moments when personal interests overlap with professional responsibilities.This is expected, given the many relationships and business ties that individuals carry with them. What matters most is how these situations are recognised and managed.

At Tenaga Nasional Berhad (TNB), we believe that transparency is key. Declaring and addressing potential conflicts of interest helps safeguard fairness in decision-making and strengthens the trust we share with employees, customers, and stakeholders. By doing so, we not only protect the integrity of our workplace but also uphold the standards expected by the organisation.

In the context of Environmental, Social and Governance (ESG) commitments, good governance is about more than policies - it is about living the values of accountability, integrity, and leadership every day. By managing interests responsibly, we send a clear signal that fairness stands above personal gain. This approach builds confidence in our organisation and reinforces TNB’s commitment to long-term sustainability and responsible business practices.

The Policy in Action

TNB takes a structured and transparent approach in managing conflicts of interest, applying equally to Board of Directors and employees regardless of role, level, or seniority.

Under the Conflict of Interest Policy, which applies to the Board of Directors as well as all employees, every individual is required to declare any personal, financial, or relational interest that could potentially interfere with their professional duties. This ensures that decisions are made fairly, free from bias, and in the best interest of the organisation and its stakeholders.

In defining who qualifies as a “relative”, TNB aligns its policy with the Malaysian Anti-Corruption Commission (MACC) Act 2009. This includes not only immediate family members such as spouses, parents, children, and siblings, but also extended relations such as in-laws, uncles, aunts, and cousins. By adopting this clear and comprehensive definition, TNB leaves no ambiguity when addressing potential conflicts, especially those involving family ties.

To provide further clarity, the company categorises conflicts of interest into three key areas where such situations are most likely to arise.

  1. Actual Conflict of Interest

    • An actual conflict of interest takes place when a person is already involved in a situation that compromises their professional objectivity, with interests directly influencing work-related decisions.
    • An example can be seen in an employee reporting directly to a relative or awarding a contract to a family member while sitting on a tender committee.

  2. Potential Conflict of Interest

    • A potential conflict of interest refers to a situation that does not currently pose a conflict yet but may develop into one under certain conditions.
    • For instance, an employee may run a side digital marketing business that initially has no overlap with the company’s operations but could eventually compete with them. Similarly, a potential conflict may arise if an employee’s relative holds a senior board position.

  3. Perceived Conflict of Interest

    • Even if there is no actual or potential conflict, a perceived instance may still arise and can be as damaging to an organisation’s reputation as an actual conflict.
    • For example, a negative perception may arise with the members of a married couple working in different departments. Also, accusations of cronyism may come about when an employee selects a vendor where their spouse is working for a company project, even if there was no graft involved.

For the above types of conflicts, every employee is required to declare via TNB's Employee Self Service Portal (ESS) both on (1) an annual basis if they have any conflicts, or on (2) when a specific situation involving a conflict arises. Employees are required to declare any of the above types of conflicts if they hold a position in any organisation that either competes with or provides goods or services to TNB.

For Key Senior Management and employees who serve as board directors of TNB subsidiaries, additional measures are in place. These include ad-hoc and annual declarations via ESS or manual disclosure forms, as well as mandatory declarations during meetings to be recorded in official minutes.

Managing Conflicts as Part of ESG Journey

Conflicts of interest can be inevitable in any organisations, but the way they are addressed is a true reflection of integrity. By setting clear policies, requiring transparent declarations, and aligning with national laws and global best practices, TNB demonstrates that accountability is not just a requirement but a core part of its culture.

Managing conflicts of interest is more than a compliance exercise - it is a cornerstone of good governance within TNB’s broader ESG journey. This commitment ensures that as we power the nation, we do so with fairness, trust, and the sustainable way.


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