We abide by all the laws that are applicable to MID's business. In fact, our policy is to go one step ahead of what the law strictly mandates and act according to the spirit of the law.
In no circumstances shall the employees of the Company is allowed, either directly or indirectly, to engage in or otherwise be concerned with any transaction, practice, method, or arrangement which is corrupt, illegal, dishonest or improper. The business of the Company and the conduct of its directors, management staff and employees in the course of the business and operations of the Company shall at all times be conducted in accordance with all applicable Laws, rules, and regulations. For any unlawful practice, it is required to report any activity that involves or could lead to the involvement of the Company. Therefore, everyone should consult the Legal Department for clarification if there are any questions. In particular for the following aspects:
Compliance with Competition Law
The competition laws assure that companies will engage in competitive business through lower prices, innovative products and better services, without interference in the market forces of supply and demand. The competition laws also protect companies from abusive and/or unfair practices by dominant companies, providing conditions for everyone to compete openly and fairly. CMI supports the purposes of the competition laws. We firmly believe that our Company achieves better performance in a competitive market.
It is your responsibility to understand the laws of land where you do business, and to seek guidance from the Legal Department as and when required. You must strictly abide by all competition laws and regulations.
The Competition Act, 2002, as amended by the Competition (Amendment) Act, 2007, (the Act) prohibits any agreement which causes, or is likely to cause, appreciable adverse effect on competition in markets in India. Any such agreement is void. It also prohibits agreements between potential or existing competitors that will harm the competition. The key to compliance is independence. CMI must be independent in carrying out its business functions – pricing, discounting, promotions and sales/purchasing terms; customer selection, distributors and suppliers, and the choice of products that will be manufactured, and the amount that will be sold. We must bear in mind that an illegal agreement does not have to be a formal written document. It can be a verbal or implicit agreement made in the course of a business negotiation, or in the form of comments inserted on documents. An agreement does not have to be successfully implemented to be considered illegal.
The Act also imposes some restrictions regarding customer and distributor relations. Any attempt to deprive customers or distributors of their freedom to set prices, terms and sales conditions, or an attempt to place inappropriate limitations regarding the right to operate independently, is a violation of competition laws.
The consequences for CMI and its employees, for failure to comply with competition laws, are extremely severe. The Competition Act provides for significant penalties in case of a finding of infringement which may extend up to (a) 10% of the average turnover of the last three years for anti-competitive agreements or abuse of dominance, or (b) three times the profit or 10% of the turnover for each year of continuance of a cartel.
Whenever you are uncertain about the laws of competition, you should refer to the Legal Department of the Company.
Compliance with Applicable Anti-Bribery Law
As CMI is a joint venture between Midea Group, China and Carrier Corp, U.S.A., the Anti-bribery Act of India, People's Republic of China and United States of America would be equally applicabe to the Company's Directors, senior management, emplees, contractors, vendors, dealers etc.
The Prevention of Corruption Act, 1988 prohibits the direct and indirect offer, payment, solicitation, or acceptance of bribes or similar facilitating payment in any form is unacceptable, thus, be especially careful of the following points:
We do not offer and take improper benefits
To us, it is unacceptable to give or take gifts, payments or other benefits to influence a business decision. Anyone who wishes to give or take a gift, payment or other benefit, should obtain previous approval from the HR Head and Legal Head. Should it be embarrassing for the Company to refuse a business gift, you should notify the HR Head and Legal Head about you taking the gift. The legal advisers will help you to determine an appropriate destination for the gift. Additionally, do not prepare or accept a business gift, payment or any other benefit of a significant value in the name of close family member of someone with whom the Company has a business relationship or would like to establish a business relationship.
Follow this rule: never accept a business gift or service if it will compromise you or give others the impression that it would compromise you. This does not include business meals that are occasional in nature, which may be reciprocal, or business gifts up as per the applicable policy, if any, of the CMI.
No benefit to government officials
You should be aware that there are special rules establishing suitable conduct when negotiating with the local government, and international governments as well. These rules differ from the rules of negotiation with non-government organisations. You should not try to influence the decision of government officials or make a transaction based on a promise of a business gift or any other benefit, or through any other kind of illegal incentive. Therefore, it is very important that you cannot give any gift, or participate in any entertainment event or offer any other object of value to a government official except with previous approval from Managing Director, and Legal Department of the Company.
In addition to that, certain lobbying legislation in certain jurisdictions may require the Company and/or its employees to register and introduce themselves as members of a lobby if they communicate with a government official with the purpose of influencing legislation or any official action. If you are involved in any of these activities, you should notify approval from the Managing Director, and the Legal Department of the Company. The Company policy on corruption strictly forbids our employees or their agents to offer or give money or objects of value – in cash or in kind, directly or indirectly, through a third party – to any foreign official (i.e., foreign government official, foreign political party or office holder or candidate to a foreign government position) to induce such official to influence any government act or decision or to help the Company to secure or to retain business.
To make sure this policy is observed, the Company will not make any payment or offer anything of value associated with the business activities of the Company to foreign government officials, directly or indirectly, except when previously authorised by the approval from the Managing Director, of the Company in a lawful manner under the applicable laws of India, China and United States of America.
Always be straightforward and honest in all transactions and communication with government officials. Any false statement or warrant made to government officials (verbally, or in writing) and, particularly, any false statement or warrant made under oath, may expose the Company and its employees to substantial sanctions.
No Political Donations
No Company fund or asset may be used to make payments to any political party or candidate to a political office in the federal, state, or local level of government. A political donation includes direct donations (i.e., money) and "donations in kind". A donation in kind includes the purchase of tickets for fund-raising events, contribution of products, volunteer work of CMI employees on Company time and the utilisation of CMI facilities for fund-raising events or political purposes. If you have any questions about donations in kind, contact the Legal Department of the Company.
CMI employees are free to make personal donations to candidates or to political parties of their own choice. A personal donation is the sole responsibility of the donating person. CMI assumes no responsibility or liability with regard to a personal donation. No personal donation should be made with the intent of aiding Midea/Carrier or any of its affiliated companies to obtain or retain business.
Compliance with International Trade Rules/Regulations
In national and international business transactions, the Company abides by all applicable import / export laws. These laws impose limitations on the types of products that may be imported. CMI employees must carry out Company operations in full compliance with the laws of the countries where the Company operates. However, it is always good to verify whether there is a conflict between the laws of the two countries or the Company policy. In the event of such a conflict, you should notify Legal Department and/or the BPO of the Company.
Compliance with Securities Laws and Regulations
From time to time, you may come to be in possession of inside information about Midea/Carrier which the Company does business or is in the middle of negotiations – i.e., information that is not yet in the public domain – such as the amount of provisional income, prospective acquisitions or divestiture, marketing plans or the introduction of new products. Then, according to applicable security exchange laws and the policy of the Company:
- You should not negotiate, for your own benefit or for the benefit of a third party, shares of stock or securities of Media and/or MID/Carrier midea subsidiary to which the relevant inside information is about.
- You should not encourage or induce a third party to buy or sell shares of stock or other securities based on the inside information about Midea/Carrier subsidiary.
- You should not disclose inside information to a third party or parties outside of CMI
If you are uncertain whether or not a certain piece of information has been released to the public, you should contact the Legal Department (if applicable) or Midea Legal Department and refrain from negotiating securities/stock of the affected company or to disclose the information until you are notified that the said information is not relevant or has been disclosed and assimilated by the public.
CMI's policy is to maintain effective internal control systems to ensure compliance with laws and corporate policies, to protect and prevent misuse of company assets, and to ensure appropriate authorisation for company transactions and other corporate activities. Employees are expected to maintain accurate and complete internal records of all company business activities and arrange for appropriate authorization and documentation of transactions and commitments with business partners according to the applicable internal control policy of CMI.
Any internal control policy of CMI relating to the disclosure of the important information shall comply with applicable securities laws and stock exchange guidelines, with the objective of promoting an orderly market for its publicly traded securities.
Compliance with Company Records Retention Regulations
We abide by all laws and regulations pertaining to the retention of company records (including physical documents and electronic data). The Company policy for document retention establishes the rules and procedures for the retention of records.
Upon receiving any judicial order, legal notice, warning of litigation or threat of government investigation, contact the Legal Department at once. In this case, you should retain all the records that may be connected to the judicial order or legal notice, whether or not they are relevant to the litigation or have any bearing on the investigation. Do not destroy or change these records, as the improper destruction of company records may give cause to severe consequences – including civil and/or criminal sanctions – to the Company and the employee himself/ herself. If you do not know for sure whether or not a certain record relates to the judicial order, investigation, litigation, or the legal notice, refer to the Legal Department for clarification prior to eliminating the record in question.