1. Introduction 

1.1 Secure Checkout Solutions (“Entity”) is committed to acting lawfully and with integrity in every aspect of its business. This Anti-Bribery/ Anti-Corruption Policy (“ABC Policy”) states the Entity’ position in dealing with matters of bribery and corruption which may commonly arise in the course of business.

1.2 This ABC Policy applies to all Employees of the Entity and Vendors who conduct business with an Entity.

1.3 Employees shall read this ABC Policy in conjunction with the Anti-Corruption / Anti-Bribery Policy and Procedures (“Group ABC Policy”), Group Whistleblower Policy and the Conflict of Interest Policy (“COI Policy”) issued by Sea Limited or any other policy as updated from time to time which sets out additional obligations and internal approval requirements.

1.4 Vendors shall read this ABC Policy together with any and all agreements (including letters of engagement, non-disclosure agreements, service agreements, sale agreement etc) between the Entity and the Vendor, regardless whether the agreements are executed or still in discussion.

2. Definition

2.1 “Close Personal Relationship” refers to close friends, non-platonic relationships between individuals regardless of marital status and family members (including spouse, parents, grandparents, children, grandchildren, siblings, in-laws, adoptive and step-family members).

2.2 “Employee” used in the context of this policy refers to senior management, directors (including independent, non-independent, executive, non-executive, alternate, substitute, nominee directors), officers, managers, secretaries, interns, employees (whether permanent or temporary, full-time or part-time basis, on which may been seconded to any of the Entity), consultants, persons hired under contract for service (including independent contractors), any other person(s) associated with an Entity or concerned in the management of the affairs of an Entity.

2.3 “Gratification”, is otherwise known as “anything of value”. For the avoidance of doubt, Gratification includes bribes, kickbacks, a financial advantage, or any other benefit, whether in cash or in kind, tangible or intangible. Examples include gifts, meals, entertainment, airline tickets or discounts, travel vouchers, offers of employment or charitable contributions.

2.4 “Vendor” refers to third parties such as service providers, suppliers, contractors, sub-contractors, agents or vendors whether individual or corporate Entity (including but not limited to their director, partner, officer, employee, agent, consultant, nominee, representative, licensee, adviser) engaged by or are in discussions to provide goods and/or services for any Entity.

2.5 “Government Official” includes any elected or appointed official, employee or servant of a national or local governmental entity of any country.

3. General Statement of Policy

3.1 Employees and Vendors may not directly or indirectly, offer, promise, agree to pay, authorise payment of, pay, give, accept, or solicit Gratification to or from any third party (including from another Employee or Vendor) in order to secure or retain business, confer an improper benefit or reward the improper performance of a function or activity.

3.2 It may be a crime to engage in acts mentioned in this section regardless whether those acts involve Government Officials or private actors in business relationships.

4. Gifts, Entertainment, Hospitality and Travel

4.1 Gifts, entertainment, hospitality and travel which are received or given by a Vendor or Employee in the course of business:

(i) Must be reasonable and accepted in business practices;

(ii) Must not be intended to improperly influence the decision of the person involved;

(iii) Must be in line with cultural and industry norms;

(iv) Must be given openly and no attempt made to hide the activity or circumstances surrounding the activity;

(v) Must comply with prohibitions and requirements of local law;

(vi) Must be in conjunction with justifiable business purpose, for example, meals and gifts provided during promotion of Entity’s products / services, or promotional items provided as tokens of appreciation;

(vii) Must be unsolicited;

(viii) Must not include cash or cash equivalent;

(ix) If travel is offered, there should be no side trips unrelated to the promotion of the Entity’s products or services.

4.2 Employees and Vendors should not solicit or accept any gifts, entertainment, hospitality and travel as an inducement to perform an operation, service or function for an Entity, or in exchange for favourable treatment by an Entity.

4.3 Where a Vendor is aware of gifts, entertainment, hospitality and travel which is given, promised, offered, solicited or obtained in contravention with this ABC Policy, the Vendor shall report the matter via the email address in section 9 below.

4.4 Where an Employee is aware of gifts, entertainment, hospitality or travel which is given, promised, offered, solicited or obtained in contravention with this ABC Policy, the Employee shall submit a declaration in the designated internal form provided in the Gifts and Entertainment Policy found on the Entity’s intranet.

5. Donations or Sponsorships

5.1 Any donation or sponsorship must not confer a personal benefit on an Employee, Vendor or Government Official. Donations or sponsorships must not be in exchange for a purchase or other decision affecting the Entity’ interests.

5.2 Political donations, in cash or in kind, must not be made by an Employee or Vendor for the purpose of obtaining, retaining or directing business to any Entity.

5.3 If a Government Official or other third party including a charitable organisation, political candidate or party official makes a promise or offers any benefit or makes any threat to an Employee or Vendor in connection with a donation or Sponsorship request, the request must be denied and the Employee or Vendor must report the incident via the email address in section 9 below.

6. Dealings With Government Officials

6.1 Employee or Vendor must not offer or give Gratification to a Government Official if a discretionary decision is pending before such Government Official, for any matter relating to an Entity. Such prohibition applies to offering or giving Gratification to a relative(s) or associate(s) of such Government Official.

6.2 Facilitation Payments, which are routine payments typically made to low-level Government Officials to expedite or secure a non-discretionary, routine service or action, are not permitted at all times. 

7. Potential Red Flags

7.1 Below is a non-exhaustive list of possible red flags which may signify heightened risk of corruption or bribery:

(i) The third party has a reputation for accepting or demanding bribes, or was subject to previous enforcement action for corruption related offences;

(ii) Business structure is overly complex, unusual and lacks transparency;

(iii) Contact information is incomplete, false or misleading;

(iv) Payment or financial arrangement that is unusual (for e.g. request to accept payment in cash or through third party; request for unnecessary, inaccurate or unexplained invoices etc), or has pattern of over invoicing or incorrect invoicing, or overpayment and requests for refunds;

(v) Requests for split of purchases to avoid procurement thresholds;

(vi) Proposes unnecessary change orders to increase contract values after award of contract;

(vii) Vague or elusive about source of funds for transaction or activity;

(viii) Has large sums of cash or currency available for the transaction or business activity with no corresponding business that generates high revenue stream;

(ix) Makes or receives payment from or to foreign country account other than location of the business / service performed, unless there are legitimate reasons;

(x) Unnecessary middleman or local is involved in the contract or negotiations which has no obvious value to the performance of the contract;

(xi) Engages questionable subcontractors or local agents, or boasts about relationships with local government officials;

(xii) Narrow contract specifications in a bid process which seem to favour a specific bidder and exclude others;

(xiii) Requests Entity not to report or disclose an activity or transaction;

(xiv) Threatens to withhold services if payment (including cash or cash equivalent) is not made to individuals, in addition to contractually agreed payments;

(xv) Government Official insists on a specific person or company to serve as third party, irrespective if such person(s) is a relative or associate of the Government Official;

(xvi) Refuses to agree to anti-bribery / anti-corruption clauses in contract;

(xvii) Business is not listed in standard industry directories, or is unknown to people knowledgeable about the industry;

(xviii) Indifferent to price or fails to act in profit seeking manner during negotiations;

(xix) Insists its identity remain confidential or refuses to divulge identity of its owners or principals;

(xx) Does not have offices, staff or frequently moves locations.

7.2 If an Employee or Vendor encounters any of the above red flags, the Employee or Vendor must lodge a report promptly according to section 9 below.

8. Conflicts of Interest

8.1 Employees and Vendors must exercise proper care and judgment to avoid conflicts of interest in all business dealings. To avoid conflicts of interest, Employees carrying out duties on behalf of Entity shall not directly or indirectly solicit, request, or confer any improper benefit to themselves, their friends or family members, or any Vendors that is not in the normal course of business.

8.2 Conflicts of interest may arise in a situation where:

(i) an Employee when dealing with a Vendor places his/her personal interests before the interests of the Entity; and/or

(ii) personal interests when dealing with a Vendor unduly influence the Employee’s business-related judgments, decisions or actions.

8.3 Personal interests include financial and/or non-financial interests of the Employee, whether direct or indirect. Some examples are below:

(i) Employee is involved in business processes concerning a Vendor, such as negotiation or account management and/or the Employee has a Close Personal Relationship with the Vendor;

(ii) Employee has financial investment or interests in a Vendor’s business that may result in divided loyalty or perception of divided loyalty to the Entity;

(iii) Employee carrying out work for a Vendor (unrelated to Employee’s role at the Entity);

(iv) Employee soliciting work on behalf of a Vendor or any other person using the Entity’s proprietary information.   

8.4 Employees are required to submit a declaration when referring a Vendor to an Entity using the appropriate internal declaration form for their respective Entity as well as a mandatory annual declaration in line with Sea Limited’s COI Policy.

8.5 In the event of any actual or potential conflict of interest, an Employee, Vendor or any person who has knowledge of the matter must report the incident via the email address set out in section 9 below.

9. Reporting / Whistleblowing Channel

9.1 Reports must be done by email to cs@securecheckoutsolutions.com. Reporting may be done anonymously and all information received will be treated as confidential.

9.2 Any person who makes a report in good faith of a suspicion of or actual violation of this ABC policy will not receive retaliation.

10. Consequence of Non-Compliance

10.1 Violation of this ABC policy can have severe consequences for Employees and Vendors including criminal and civil penalties.

10.2 Any Employee or Vendor found to have engaged in a conduct prohibited under this policy or found to have ignored and/or failed to report (where relevant) suspicious activity that come to their attention may face disciplinary action (including termination), termination of business dealings and / or referral to the appropriate law enforcement authorities. 

Last updated: 16 February 2026