Anti-corruption and anti-commercial bribery system
Release time:
2023-09-14
Article 1In order to prevent corruption in the production and operation management process, effectively carry out anti-commercial bribery and anti-corruption work, strengthen the internal control mechanism of the enterprise, enhance institutional supervision and anti-corruption measures, strengthen supervision and management of key personnel, ensure the long-term mechanism for governing commercial bribery, and prevent various improper behaviors, this system is specially formulated.
Article 2This system applies to LIZHU Pharmaceutical Group Co., Ltd. (hereinafter referred to as "the Company") and all its subsidiaries (hereinafter collectively referred to as"Group"}). All employees of the Group must strictly comply with this system in all production and operation management activities or external contact activities. These activities include but are not limited to contact with government departments, negotiating orders with customer representatives, purchasing raw materials, engineering construction, Product Sales, equipment procurement and maintenance, and other economic activities.All customers, suppliers, service providers, contractors, and other partners (hereinafter collectively referred to as "related parties") who have business dealings with the Group are within the scope of this system.
Article 3
The Audit and Integrity Department of the Company (hereinafter referred to as "Audit and Integrity Department") is the supervisory management department for the Group's anti-corruption and anti-commercial bribery and other business ethics-related matters, reporting to the Audit Committee under the Board of Directors of the Company (hereinafter referred to as "Audit Committee"). Its main responsibilities are:(1) In accordance with national policies, laws, regulations, and the Group's rules and regulations, govern, supervise, and audit the Group's anti-commercial bribery and anti-corruption and other business ethics-related work;
(2) Strengthen supervision and management of the integrity of personnel in important positions and key links. Prevent and govern from the source, address both symptoms and root causes, improve system construction, and keep a true record of the integrity of personnel in important positions and key links;
(3) For personnel in important positions and key links, implement the signing of the "Employee Anti-Corruption and Anti-Commercial Bribery Commitment" (see attachment
) and track and supervise the implementation of the commitment.1Article 4
The corruption and commercial bribery behaviors defined in this system refer to:(1) Violating legal provisions to obtain business transaction opportunities or improper benefits, engaging in improper competition by providing or receiving cash, goods, and other benefits directly or indirectly under various names such as rebates, promotional fees, publicity fees, labor fees, or reimbursement of various expenses, including domestic and foreign travel, outside of normal transactions;
(2) Taking advantage of one's position to appropriate Group property or misappropriate Group assets for personal or others' use.
Article 5
In all production and operation management activities of the Group, the following behaviors are prohibited:(1) Giving or receiving cash or goods to or from the other party's unit and its relevant personnel in violation of regulations;
(2) Using charitable donations and sponsorships as a pretext to obtain transactions, service opportunities, favorable conditions, or other economic benefits by providing property;(3) Any unit or individual of the Group using any funds or assets of the Group, or using personal funds or assets in the name of the Group to directly or indirectly make political donations, regardless of whether the donations are in cash or in kind, and regardless of whether the recipients are political organizations, political parties, or individual politicians. If internal units or individuals of the Group have requests for political donations, they should report to the Audit and Integrity Department for approval;
(4) Giving or receiving commercial sponsorships or travel and other activities that violate the principles of fair competition;
(5) Giving or receiving various membership cards, consumption cards
(coupons
), shopping cards, and other valuable securities;(6) Providing valuable items such as houses and cars for the other party's use, or accepting the use of valuable items such as houses and cars provided by the other party;(7) Giving or receiving dry shares or dividends;(8) Giving or receiving property or other benefits under the guise of gambling or promotional fees, publicity fees, advertising fees, training fees, consulting fees, technical service fees, research fees, clinical fees, etc.;, shopping cards, and other valuable securities;(6) Providing valuable items such as houses and cars for the other party's use, or accepting the use of valuable items such as houses and cars provided by the other party;(7) Giving or receiving dry shares or dividends;(9) Engaging in sales and marketing activities through commercial bribery or other illegal means;
(10) Taking advantage of one's position to appropriate Group property;
(11) Taking advantage of one's position to misappropriate Group funds for personal use or lend to others;
(12) Other behaviors that violate laws, regulations, and Group rules.
Article 6
Specific measures for anti-corruption and anti-commercial bribery:
(1) Implement a commitment system to prevent commercial bribery for personnel in key positions and key links. Management personnel and important position personnel sign the "Employee Anti-Corruption and Anti-Commercial Bribery Commitment" with the Group;
(2) In contracts signed with related parties (including suppliers, service providers, contractors, and customers, etc.) who have business dealings with the Group or in submitted bids, require the contracting party or bidder to comply with this system and sign the "Supplier Integrity Commitment" (see attachment
);(3) Establish a leadership organization for governing commercial bribery and carry out anti-commercial bribery work in the long term;(4) The Audit and Integrity Department should regularly conduct research to understand the characteristics and patterns of corrupt behavior and commercial bribery, and propose specific countermeasures and measures in effective prevention aspects such as education, systems, and supervision, and timely address emerging and tendency issues;
(5) Any disciplinary violations discovered by various departments in the work of preventing corruption and commercial bribery should be promptly stopped or dealt with and reported to the Audit and Integrity Department. If criminal conduct is suspected, it should be referred to judicial authorities for handling;
(6) Various departments and enterprises of the Group should strengthen the management of personnel in important positions and take their implementation of the "Employee Anti-Corruption and Anti-Commercial Bribery Commitment" as an important content for evaluation and assessment, as well as an important basis for appointment and removal.2);
(三)建立治理商业贿赂领导机构,长期开展治理反商业贿赂工作;
(四)审计廉政部应经常开展调查研究,掌握腐败行为和商业贿赂的特点、规律,在教育、制度、监督等有效预防方面研究提出具体的对策和措施,及时解决苗头性和倾向性问题;
(五)各部门在开展预防腐败和商业贿赂工作中发现的违纪违规问题,应及时制止或处理并向审计廉政部汇报,涉嫌犯罪的应当移送司法机关处理;
(六)集团各部门、企业应当加强对重要岗位人员的管理,并将其执行《员工反腐败反商业贿赂承诺书》的情况作为考察、考核的重要内容和任免的重要依据。
Article 7Reporting and Acceptance
The company encourages employees and related parties to report various corrupt behaviors. The acceptance, investigation, and all other aspects of the report will be kept strictly confidential by the group, and it is strictly prohibited to disclose the name, department, company name, and other information of the whistleblower, as well as to reveal the reporting situation to the reported party or the reported department.
The Audit Integrity Department shall immediately register reports and complaints upon receipt and investigate according to the jurisdiction of this system.
Reporting and complaint phone: Audit Integrity Department0756—8135383, 0756—8135948.
Article 8For verified cases of corruption and commercial bribery, penalties will be imposed according to the severity of the circumstances in accordance with the group’s "Labor Employment Management System". In severe cases, the labor relationship will be terminated, and losses caused to the group will be legally recovered. If a crime is suspected, the case will be handed over to judicial authorities.
For related parties and their employees who have business dealings with the group and violate the commitments to comply with this system, their qualifications as suppliers, service providers, agents, distributors, and bidders will be canceled, and if a crime is suspected, the case will be handed over to judicial authorities.
For verified reports and complaints, the whistleblower will be given a certain material reward according to the group’s "Labor Employment Management System", which will also serve as a basis for promotion and salary increase.
Article 9Matters not covered by this system shall be governed by relevant laws, administrative regulations, normative documents, and the company’s articles of association.
Article 10The Audit Committee has full responsibility for the execution, supervision, and regular review of this system. The Audit Committee is responsible for the interpretation and revision of this system. The Audit Committee has authorized the Audit Integrity Department as its executing agency, responsible for the daily implementation and execution of this system, and reporting to the Audit Committee.
Article 11This system shall take effect from the date of publication.
Lizhu Pharmaceutical Group Co., Ltd.
Attachment1:
Employee Anti-Corruption and Anti-Commercial Bribery Commitment Letter
In order to protect the legitimate rights and interests of Lizhu Pharmaceutical Group Co., Ltd. (hereinafter referred to as "the company") and all its subsidiaries (hereinafter collectively referred to as "the group"), I hereby commit to:
- During my employment, I will strictly adhere to the principles of lawfulness, integrity, fairness, and scientific approach, and resolutely refuse any form of commercial bribery, accepting bribes, and other improper commercial gifts.
- During my employment, I am prohibited from providing any form of commercial bribery to purchasers, partners, and contractors, and I must promptly report any units or individuals that solicit or accept commercial bribes to the company’s supervision department.
- During my employment, I am prohibited from accepting any gifts from suppliers, partners, etc., in the name of the group or myself, such as directly or indirectly soliciting or receiving money, goods, securities, and any form of gift money.
- During my employment, I am prohibited from reimbursing any expenses that should be paid by myself to any suppliers, partners, contractors, etc.
- During my employment, I am prohibited from using the rights and conveniences granted to me to solicit or demand from any suppliers, partners, contractors, etc., for personal gain.
- During my employment, I am prohibited from arranging or introducing relatives and friends to undertake projects and supply materials, finished products, semi-finished products, and equipment within the scope of cooperation or contracting.
- During my employment, I am prohibited from using group resources to participate in the business activities of related enterprises or enterprises that compete with the group, or privately engaging in profit-making activities related to the group’s business and paid intermediary activities.
- I will adhere to the above commitments, and if violated, I am willing to accept any penalties from the group and be responsible for compensating for any losses caused to the group, as well as bear all legal responsibilities arising therefrom.
- This commitment letter shall take effect from the date of signature.
Committer's signature (in block letters):Date:
Attachment2:
Supplier Integrity Commitment Letter
To ensure integrity in operations and standardized management, as a supplier cooperating with Lizhu Pharmaceutical Group Co., Ltd. (hereinafter referred to as"the company"}). All employees of the Group must strictly comply with this system in all production and operation management activities or external contact activities. These activities include but are not limited to contact with government departments, negotiating orders with customer representatives, purchasing raw materials, engineering construction, Product Sales, equipment procurement and maintenance, and other economic activities.) and all its subsidiaries (hereinafter collectively referred to as"Group"}). All employees of the Group must strictly comply with this system in all production and operation management activities or external contact activities. These activities include but are not limited to contact with government departments, negotiating orders with customer representatives, purchasing raw materials, engineering construction, Product Sales, equipment procurement and maintenance, and other economic activities.) , I commit to the following:
- Strictly comply with relevant national laws and regulations, operate with integrity, and adhere to business ethics.
- I commit to strictly comply with the relevant provisions of the "Lizhu Pharmaceutical Group Co., Ltd. Anti-Corruption and Anti-Commercial Bribery System" and conduct regular self-inspections to ensure compliance.
- I commit not to directly or indirectly bribe group employees or their relatives and designated persons to obtain improper benefits or business opportunities.
- I commit that if I discover that group employees or their relatives and designated persons use their positions to demand or solicit property or other improper benefits, I must report truthfully and provide relevant evidence.
Reporting phone and Contact: Wang Wei 0756-8135383; Xu Dan 0756-8135948
5, if the above commitments are violated, the group will terminate or cancel all contracts signed with the committing party based on the severity of the circumstances, cancel their supplier qualifications, and pursue relevant legal responsibilities.
6, this commitment letter applies to all economic transactions involving the group, and the applicable objects are all customers, suppliers, service providers, and contractors involved in business dealings.
Committer:
Date:
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