Principles and best practices on corporate governance
As a listed company in the Stock Exchange of Thailand, the Company board of directors and management team realize in the importance of practices that comply with the principles to improve our systems to be transparent and auditable. The confidence is built up for all stakeholders that the Company is strictly complied with the 5 good corporate governance principles set up by the Stock Exchange of Thailand listed hereunder;
1. Rights of Shareholders
The board of directors recognize basic shareholder rights for instance the right to obtain relevant and adequate information on the company in a timely manner on a regular basis as well as the right to attend and vote in the shareholder meetings on any transactions that affect the company or other than the company’s by laws depending on time and circumstances.
The Board of Directors ensures that the company provides shareholders, in advance of meetings, with the information on the date, time, venue and all agenda items with adequate data for their decision making by posting them on the company’s website before the document distribution.
The Board of Directors facilitates shareholders’ participation by selecting the most convenient venue and organize the simple and at low cost voting. Moreover, in case the shareholders prefer to assign the authorized person to attend and vote in the meeting, the list of independent directors is listed on the website of the company.
The Chairperson of the shareholders’ meeting allocates appropriate time for discussion and ensures that there is adequate time for shareholders to express their opinions and raise their relevant questions to the chairperson and the respective committees.
2. Equitable Treatment of Shareholders
In compliance to the principle of Stock Exchange of Thailand, all of our shareholders, including those with management positions, non-executive shareholders and foreign shareholders are treated in an equal way. Our Board of Directors ensures that all processes and procedures for shareholders meetings allow equitable treatment of all shareholders and also sets up the procedures to prevent the use of inside information for abusive self-dealing such as insider trading or related party transaction.
It is written in the company policy that every employee must sign the confidentiality agreement to prevent the inside information leakage as well as the requirement for report from all members of board of directors and management team on status of their shareholding.
3. Role of Stakeholders
The company sets a clear policy on fair treatment for each and every stakeholder in accordance with the laws as follows;
5. Responsibilities of the Board
4. Disclosure and Transparency
The important company information includes financial reports and non-financial information is disclosed correctly, accurately, on a timely basis through easy-to-access channels that are fair and trustworthy. We have the investor relations officer available to communicate with outsiders and company secretary in compliance to laws.
In general the company information is submitted through the Stock Exchange of Thailand channel in the annual report format (Form 56-1) and the bi-lingual company Annual Report (Form 56-2). The same information is also posted on the company website with the up-to-date information.
The company board of directors is responsible for the producing of publicized consolidated financial report of company and its subsidiaries under the recognized certified standard with the choice of appropriate accounting policy and practice on regular basis. Sufficient explanations to the financial statements are also inclusive in the annual report.
The company board of directors has appointed the audit committee, comprising of independent directors to take responsibility in auditing and certifying the quality of financial report and internal audit. The related comments from the audit committee are marked in the report from the audit committee pages.
In relating to role and responsibility of company committees and sub-committees, the company discloses the related details of all meetings for instance, the meeting attendance record per year of each committee member and remunerations/benefits of the committee members.