SG Capital Public Company Limited (the “Company) is committed to conducting business under the principles of ethics and transparency. Realize the importance of combating all forms of corruption, both direct and indirect. Whether it is monetary or non-monetary and the Company cannot accept this to happen. Therefore, it is considered a principle and responsibility for the Board of Directors, directors, executives at all levels, employees, and personnel of the Company to perform their duties with morality. Be a good citizen and have a conscience in resisting fraud and corruption. To prevent corruption in work including giving and receiving bribes as well as giving importance to supporting operations Cultivating strong consciousness, values, morality, and ethics Create an organizational culture that is aware of the dangers of corruption. and increase confidence among all stakeholders In order to effectively combat corruption. and raise the image of Thailand's transparency to international standards.
The Company has therefore established this Anti-Corruption Policy (Anti-Corruption Policy) (Policy) in writing. In order for the Company's Board of Directors, directors, executives at all levels, employees, and personnel of the Company to comply with the policies, laws, and regulations regarding anti-fraud and corruption. and other laws that are properly and seriously involved in order to prevent all forms of fraud and corruption (zero-tolerance) which is an important foundation for sustainable business operations and create internal control measures to be more efficient This is considered a principle set forth in the Company's Code of Business Ethics (Codes of Conduct).
This policy has been considered and reviewed by the Board of Directors at the Board of Directors Meeting No. 4/2024.
On May 15, 2024
1.1 In order for the Company's Board of Directors, directors, executives at all levels, employees, and personnel of the Company to comply with the policies, laws, and regulations regarding anti-fraud and corruption. and other laws related correctly
1.2 To prevent all forms of fraud and corruption.
1.3 To control risks arising from corruption. and corruption Including preventing impacts that may occur from corruption. and corruption
2.1 This policy Applicable to the Board of Directors All committees, directors, executives at all levels, permanent employees, temporary employees intern and personnel at all levels (collectively referred to as “company personnel”).
2.2 This policy Covers agents, intermediaries, independent contractors. Advisor who acts or acting on behalf of the Company (collectively referred to as “business related persons”).
3.1 The company has a policy to oppose actions related to corruption. and corruption in all forms whether directly or indirectly By supporting and encouraging the company's personnel to see the importance and have conscience in resisting corruption and corruption
3.2 Company personnel will not be involved in corruption. and corruption in all forms, both direct and indirect. Company personnel must not allow, offer, promise, perform, demand, or accept corruption. and corruption For the benefit of the organization, yourself, or others (such as family, friends, or acquaintances, etc.), whether related to government officials and between agencies in the private sector which may be considered as corruption and must perform work in accordance with relevant laws
3.3 Company personnel must demonstrate their commitment to combating corruption. and corruption as well as having to work together to create values and create awareness of operating with honesty, integrity, transparency and without corruption. and corruption into the culture of the organization
“Corruption” means the use of power and authority. Illegally doing anything in order to gain undue benefits for both the organization Oneself or others. Corruption includes giving and/or receiving bribes, demanding benefits or threats. giving benefits and conflicts of interest whether with government officials or between private agencies Except in cases where laws, regulations, announcements, rules, local customs or trade customs allow it to be done.
“Fraud” means an intentional act to seek undue benefits for oneself or others (such as family members, relatives, friends, close persons, etc.).
“Bribery” means offering, promising, or giving, including demanding or receive benefits related to something of value, whether directly or indirectly to obtain business or to maintain any other inappropriate benefits according to the Company's Business Ethics Code (Codes of Conduct).
“Wrongdoing” means any action or omission of any action by the management or employees. which is a violation of the Code of Ethics Work regulations, regulations, as well as laws related to the company's business.
“Tradition” means a festival or important day. which may involve giving gifts and includes Opportunity to congratulate Expressing thanks, welcoming, expressing condolences or providing assistance according to etiquette that is practiced in society as well
“Political Contribution” means giving financial support or promoting Allow employees to participate in political activities on behalf of the company to support political parties, politicians, or people involved in politics. whether directly or indirectly to gain special privileges or unlawful benefits or commercial business advantage However, this does not include employees participating in political activities according to the principles of rights and freedoms.
“Charitable Contribution” means donating money or things. or any other benefits to any person or juristic person established such as an association, foundation, public organization, temple, hospital, educational institution, or organization that does Social benefits The objective is to provide public benefits to society without expecting anything in return. or do not expect benefits from the organization that gives donations
“Sponsorship” refers to payments made to or received from customers, business partners, associations, foundations, charities. or non-profit organization The objective is to promote the brand. or the reputation of the company which is beneficial to Build commercial credibility Helps strengthen business relationships and suit the occasion.
“Gift expenses, entertainment expenses Welcome service fee and other related expenses” means various expenses that is paid for the value of any item that has monetary value, such as things used in place of cash Things used in exchange for goods or services, transportation costs, accommodation costs, food costs, or other services that have value. Serving food and drinks, performing, participating in sports activities such as golf, recreational activities, etc.
“Facilitation Payment” means expenses paid to government officials informally. It is a payment which exceeds the legal rate (if any), even if it is a small amount, in order to induce those on duty to expedite action or to ensure that any action will be taken. According to the duties that such person already has a duty to perform, such as requesting a license Requesting a certificate and receiving public services, etc.
“Conflict of Interests” means conflicts between personal interests and public interests (Conflict of Interests), situations or actions of company personnel that have personal interests that affect decision making. or performing duties in the position for which that person is responsible and affect the public interest This action may occur consciously or unconsciously. Either intentionally or unintentionally which has many forms until it has become a common practice without seeing it as an offense to the point that the person lacks fair decision-making Because they are based on their own personal interests.
“Employing a government employee” (Revolving Door) means a person who is or used to be a government official. Politician, advisor to government agencies and came to work for the company and may rely on relationships or inside information to benefit the company or cause conflicts of interest in the performance of duties of government agencies. or a business regulatory organization with a company under its supervision. The result of that action is to gain an unfair business advantage. or setting policy to benefit the company that the former government official worked for
“Whistle reporting” means reporting information. Reporting clues, making complaints, or asking questions about actions suspected of being illegal, violating, or not complying with the Company's Code of Conduct.
“Complaint recipient” means the Chairman of the Audit Committee. Audit Committee (Independent Director) Investigation Committee (CSO) Corporate Governance Executive and human resources executives
“Complainant” means company personnel. Including all stakeholders who report complaints. or report information with honest intent When seeing wrongdoing, dishonesty, corruption non-compliance with the law Rules, regulations, policies, or business ethics (Code of Conduct)
“Complainant” means the personnel of the company against whom the complaint is filed. or have been accused of committing a wrongdoing or corruption
5.1 Board of Directors Has duties and responsibilities in supervising the fight against corruption. and corruption of the company in the overall picture as well as and approve policies related to anti-corruption. and effective corruption Including being a leader who shows determination to fight corruption and corruption to show a standpoint to the company's personnel business partners and the public
5.2 Audit Committee Has duties and responsibilities for supervising internal auditing. Reviewing financial reports Preparation of financial reports To ensure that various processes Appropriate internal controls are established and implemented completely and efficiently. Especially internal control that takes into account the risk of corruption. and corruption
5.3 Sustainability and Corporate Governance Committee Has duties and responsibilities for supervising, implementing, and setting and approving guidelines. Policy review and review Including guidelines related to anti-corruption. and corruption To ensure that such policies and guidelines are implemented completely and appropriately throughout the organization.
5.4 Executive Committee/Managing Director Has duties and responsibilities in implementing the policy. and various practices related to anti-corruption and corruption as operational guidelines Including reviewing the suitability of systems, measures, and various practices. To comply with changes in business, rules, regulations and legal requirements.
5.5 Investigation Committee Its duty is to collect facts related to corruption, violations, or non-compliance with ethics. Report facts to the Chairman of the Audit Committee. and investigate facts to consider complaints By presenting measures to stop violations or non-compliance with the law. Consider the disciplinary process for violators. or does not comply with the policy and work regulations along with informing the complainant and report to the Chairman of the Audit Committee and the audit committee
5.6 Internal Audit Department Has duties and responsibilities for reviewing the company's internal control system. as well as reviewing compliance with the company's policies and practices related to anti-corruption. and corruption To ensure that the company has an appropriate internal control system. Efficient, effective, and adequate for corruption risks and corruption that may occur and report inspection results Including urgent issues encountered to senior executives. and related committees regularly and in a timely manner
5.7 Company personnel Have duties and responsibilities to comply with the policy In case of doubt or violation of company regulations must be reported to the supervisor. or through the whistleblowing channels specified by the company
5.8 Corporate Governance Department and Human Resources Department Communicate to employees to comply with the anti-corruption policy and work regulations. without getting involved in corruption, whether directly or indirectly
6.1 Company personnel have a duty to follow the policy. The Board of Directors has assigned the management to implement anti-corruption measures. and corruption in communication and practice
6.2 Company personnel who violate or fail to comply with the corporate governance policy and compliance with the principles of good corporate governance and this policy It is considered a violation of the work regulations regarding personnel management. for employees Which must be considered for disciplinary punishment according to the specified regulations. Including being punished according to law. If the action is also illegal However, the company will not demote, punish, or have negative consequences for those who deny corruption. Even though that action will cause the company to lose business opportunities.
6.3 The company provides disbursement regulations by specifying the amount, approval authority, objectives, and recipients, which must be accompanied by clear documentation to prevent fraud or corruption. There is also an inspection process from the internal audit department.
6.4 The company has a sales and marketing inspection process in place. Including purchasing work and regularly making contracts regarding the risk of corruption To comply with disbursement regulations and purchasing regulations The internal audit department will provide opinions. and follow up on appropriate solutions.
6.5 The company has a personnel management process that reflects the company's commitment to anti-corruption measures. From selection, training, and performance evaluation. compensation and promotion
6.6 The Company arranges for an internal audit to ensure that the established internal control system helps the Company achieve its goals. Including checking the operations of every department to be in accordance with requirements, regulations and helping to find flaws and weaknesses. Including giving advice on developing an efficient operating system. and effectiveness according to good corporate governance guidelines
6.7 The Internal Audit Department can report urgent issues found to the Audit Committee, which reports directly to the Board of Directors.
7.1 Gift and entertainment expenses Welcome service fee and other related expenses
7.1.1 Gift costs
The Company has established control procedures regarding the payment of gifts to Company personnel, individuals, private organizations, government organizations, and government officials as follows.
• Giving gifts or traditional souvenirs can be made But must not violate relevant laws. The value of the gift must be in accordance with the specified regulations. Refrain from giving gifts If giving gifts influences and benefits business operations
• Giving gifts or souvenirs on important occasions to customers. business partners This can be done for a maximum value of 3,000 baht (three thousand baht) with approval from the line director. or any managing director every time
• Giving gifts or souvenirs worth more than 3,000 baht (value over three thousand baht) must follow the purchasing procedures. or withdrawing money according to approval authority and the operating authority of the company strictly with approval from the line director and the Managing Director are of the same standard in order to avoid discrimination.
• Giving gifts Or souvenirs according to popular traditions can be made within the scope as follows:
- It is not an intentional act intended to dominate, induce, or reward any person. To gain any advantage through inappropriate actions. Or is it an explicit or covert exchange? to obtain help or benefits
- It is given in the name of the company Not on behalf of employees or management
- Not a gift in the form of cash or cash equivalents (such as gift cards or vouchers). In the case of receiving food, snacks, or fresh produce, they must be returned to that department for distribution within the agency.
- It is appropriate for the situation, such as giving small gifts during Songkran, Chinese New Year or New Year, which is considered a normal tradition.
- Giving gifts Or souvenirs should be delivered in a form that helps promote the organization's image, such as calendars, diaries, company branded products. Products used as media for public relations of the company and its subsidiaries. Royal project products Royally initiated projects or community products in the company's operating area Products for charity, etc.
- It is given openly, not concealed, in accordance with relevant policies and laws, and has appropriate value. and give it correctly and according to the season
• Company personnel are prohibited from accepting gifts or souvenirs. However, in no case can it be refused. and need to receive a gift or souvenir Employees must report to line supervisors. Ready to deliver gifts or such souvenirs to supervisors in the line of work To collect and carry out proper management, such as collecting and donating to various agencies or charities. or as a reward given to employees as appropriate
7.1.2 Entertainment expenses Welcome service fee and other expenses related
Expenses for entertainment or business reception services (Hospitality) such as food and drink entertainment and other expenses that are directly related to business practices Or is it a commercial tradition? can do But it must be spent appropriately according to the specified policy. and does not have a negative impact or cause a conflict of interest to the company In the case where it is necessary to receive or entertain the person receiving the reception or the person representing the reception, it is prohibited to accept or entertain according to the following points:
• Reception or entertainment must be in accordance with the company's customs and not contrary to regulations. Company policy statement or contrary to the law in every case To influence business decisions
• Receiving or entertaining must have a representative of the company with a position not lower than director of the department or higher. It should be avoided to suggest that the reception or entertainment is in exchange for any business purpose. But it should only be held to provide an opportunity to promote the company's products or to create an opportunity to get to know customers better.
• Entertainment must not be related or obscene. Corruption or bribery or support political activities or giving bribes to government officials or government agencies causing damage to the organization's image
• Entertainment with a maximum value of 5,000 baht (five thousand baht) must be approved by the line director. or any managing director every time
• Entertainment with a value exceeding 5,000 baht (more than five thousand baht) must be approved by the line director. and Managing Director every time
7.2 Charitable Contribution, Donations And Aid Grants
Charitable Contribution, Donations And Aid Grant according to the criteria regarding charitable donations and carrying out donation activities on behalf of the company or its affiliates in accordance with the objectives consistent with the policies and guidelines regarding Corporate Social Responsibility (CSR) of the company. The donation must prove that there is actually an activity according to the said charity project. and actions are taken to support the success of the project objectives. and create real benefits to society or to meet the objectives of operating with social responsibility Whether it is charity donations or social donations. Company personnel are prohibited from donating to individuals, juristic persons, organizations, government agencies, private organizations, or other agencies as follows:
• Support politics, political parties, or hidden political activities for individuals, juristic persons, organizations, or agencies that are not legal. or donate to other government agencies in order to punish you for doing business of the company Except in the case of donations for public charities.
• Have dishonest intentions in order to gain any results. Even if it is the business result of the company.
• In the case of donating money or items with a maximum value of 5,000 baht (five thousand baht), approval must be obtained from the line director. or any managing director every time
• In the case of donating money or items worth more than 5,000 baht (more than five thousand baht), approval must be obtained according to the purchasing process. or withdrawing money according to approval authority and the operating authority of the company strictly with approval from the line director and Managing Director every time
• Withdrawal of money, products, or items must strictly follow company regulations.
7.3 Support (Sponsorships)
Because sponsorships are intended to benefit a company's business, brand, or reputation, they are at risk because they are payments for services or benefits that are difficult to measure and track. Funding may also be linked to bribery. The company therefore sets clear criteria regarding financial support. Review process and control details as follows
• The grant must be proven that the applicant has actually carried out activities according to the said project and has acted to support the success of the project's objectives. and truly brings benefits to society or to meet the objectives of operating with social responsibility (Corporate Social Responsibility: CSR)
• The financial support must be proven as providing financial support or any other benefit that can be calculated in monetary terms, such as providing accommodation and food, etc.
• To be a financial supporter A request sheet must be prepared. Specify the name of the recipient of the financial support. The purpose of the support along with all supporting documents are submitted to the company's approval authority for consideration and approval according to the procurement process. or withdrawing money according to approval authority and the operating authority of the company strictly
7.4 Facilitation payments (Facilitation Payment)
The Company requires its personnel not to pay facilitation fees to government officials under any circumstances. This is because facilitation payments made to government officials carry a very high risk of becoming bribes. or is an illegal expense
7.5 Political Contributions
The company is a politically neutral organization. Support any action That is in accordance with the national regime. The company encourages its personnel to adhere to democracy. Participate in activities according to personal freedom rights But must not pretend to be an employee. or take any property, equipment, tools of the company to use for the benefit of any operation in politics
The Company will not provide financial or material support to any political party, politician, or political candidate. to provide political assistance with the objective of providing business benefits to the company
7.6 Conflict of Interests
The company has established guidelines to prevent conflicts of interest. to focus on the right actions The company's personnel must consider the best interests of the company. and the shareholders of the company are important Within the framework of legality and ethics, avoid actions that cause conflicts of interest both outside and within the organization that may affect decision-making and performance of duties. By specifying that the personnel of the company involved or have a vested interest in the item being considered, must notify the company. To prevent transactions that may be a conflict of interest. Related items or related transactions The company therefore sets clear criteria regarding conflicts of interest. Review process and control details as follows
• Company directors and executives must inform the company of their relationship. or related transactions in businesses that may Causing a conflict of interest or seeking personal benefits, such as jointly holding shares in a competitor of the company, joint investment, or holding a position with a partner who does business with the company Doing business or providing services directly to the company or through others
• Avoid making transactions related to connected persons. As determined by the Capital Market Supervisory Board that may cause conflicts of interest with the company. and/or subsidiaries In the case where it is necessary to make such a transaction, the connected transaction must be presented to the Audit Committee. To consider giving opinions before submitting for approval to the Board of Directors. According to the principles of good corporate governance and regulations at the Stock Exchange and the Securities Commission and the Stock Exchange determines
• Company personnel must comply with company regulations. and the Company's Business Ethics Code (Code of Conduct), which is considered important and must be strictly adhered to. To make the company trustworthy and trusted by all stakeholders. and arrange for the dissemination of information and understanding of employee practices throughout the company.
• Company personnel must not seek benefits for themselves or others. By using the company's confidential information, including important company information, for personal gain.
• The company requires directors and executives who have significant interests in a manner that may prevent such directors or executives from expressing their opinions freely. and does not take part in considering items with which he has a conflict of interest
benefits, including having no authority to approve the entry into transactions on that agenda
In addition, the company has established an audit committee. or auditor or independent experts, as the case may be Consider, inspect and give opinions on the appropriateness of the price. and appropriateness of the transaction and such related transactions will be disclosed in the notes to the audited financial statements. or reviewed by the company's auditor in Form 56-1 One Report / annual report
Use the guidelines on conflicts of interest (Conflict of Interests) according to this policy. Enforce policies or trends in future related transactions. and policy on related transactions in the relevant sections mutatis mutandis
7.7 Hiring government employees (Revolving Door)
In hiring government employees to serve as directors, executives, employees, or consultants of the company The company requires that there be a selection process. Employment approval Compensation determination and control process To ensure that hiring employees will not be in return for receiving any benefits. To benefit the company Destroys the image of reliability and honesty in performing duties which is at risk of corruption as follows.
• Hire or appoint government officials who are still in office if it is not against the law. or the rules and regulations of the government agency to which such person belongs Including there is no conflict of interest between the company and government agencies. and such person does not benefit the company or benefit in return. This includes state enterprises that have regulations. From the organization established to be able to have representatives from government agencies come to work in the organization.
• Establish a cooling-off period of 2 years for the appointment of former government officials who have left their positions. or persons who have previously worked for regulatory agencies directly related to the company, except for the benefit of managing the company's affairs and such person has no benefit to the company or benefits in return
• Recruiting people who are or were government officials to be appointed or hired as directors, consultants, executives, or employees of the company. This can be done when the due diligence process is carried out on the work history and holding of government official position of the said person. To consider conflicts of interest between the company and government agencies.
• Appointing or hiring people who have retired from government official positions as directors, consultants, executives, or employees of the company. This can be done when the appointment or hiring is not prohibited by law or the rules and regulations of the government agency to which the person previously belonged.
The Company will disclose information on the position holding and work experience as a government official of the Advisory Committee. or executives of the company, both past and present information in the company's published documents, such as Form 56-1 One Report / annual report
7.8 Purchasing/hiring
Purchasing/hiring operations Must be carried out according to the criteria or procedures that the company has specified in the purchasing/hiring regulations. and consistent with approval authority and authority to operate Be fair to those involved in decision making. Must consider the reasonableness of price, quality, and service received, including taking into account various standards. that sellers of goods or services should have, such as environmental standards industry standards, etc.
In this regard, the procurement/purchasing process must be transparent, honest, and in accordance with policies and regulations. The company's procurement is in accordance with laws and regulations related to procurement in both the public and private sectors.
7.9 Securities trading and use of inside information
The creation, preservation, or disclosure of inside information must be carried out appropriately. and correct according to legal requirements Taking into account the overall impact on stakeholders Do not use internal information, which is information on operations and management of the business that you know from the performance of your duties, to seek benefits for yourself or others wrongfully. Directors and executives should avoid buying or sell the company's securities Within a period of 30 days (thirty days) in advance of disclosing information to the public. and should wait at least another 24 hours (twenty-four hours) after disclosing the information to the public
Directors, executives, and employees must not disclose information that has not yet been disclosed to the public. and do not trade in the Company's securities When knowing information that has not yet been disclosed to the public
7.10 Accounting audit and data storage
The company has an account audit process. and data storage To support policy efficiency and prevent corruption or any form of corruption The guidelines are as follows:
• The company has a process for checking accounting transactions. Appropriate approval is obtained before transactions are recorded into the accounting system. It will examine various company policies, regulations, and related laws. contract or agreement To comply with accounting standards and accounting policies appropriately.
• Operating expenses and investment expenses Evidence must be provided correctly and completely and must be approved according to approval authority. and the operating authority of the company is strictly defined.
• Financial reports must be accurate, truthful and reliable. and must disclose important information correctly and completely Including information on related transactions and liabilities that may arise
• The company has adequate and secure control over the storage of accounting documents. to be used for immediate verification Access to accounting information is controlled. And backup files are stored safely.
The company requires Human Resources management to support policies to ensure efficiency and prevent corruption. and all forms of corruption The operational guidelines are as follows:
• The company applies this policy to the management of the company's personnel. From the employee selection process The selected employees must not commit any disciplinary offenses. or have not been punished for an offense related to corruption. In addition, promotion Performance evaluation and compensation, the company must consider performance results in accordance with the policy. and have no history of committing corruption Has behavior that interferes with compliance with this policy
• The company will not demote, punish, or cause negative consequences to company personnel who refuse to commit corruption. Even though that action will cause the company to lose business opportunities.
• The Company provides continuous training on anti-corruption measures and knowledge to its personnel in order to truly understand and be able to put it into practice.
• The company communicates the policy to the company's personnel thoroughly. Including explaining the penalties for violating this policy to employees at all levels of the company.
Given that sponsorships are for business, brands or the Company's reputation which are subject to risks as they are considered payments for services or benefits that are hard to measure and monitor and the fact that sponsorships can also be linked to bribery, the Company has clearly defined rules related to sponsorships, review process and control details per following.
9.1 It is proven for that persons who request a sponsorship carry out activities according to projects to ensure that projects achieve objectives and truly benefit the society according to the corporate social responsibility (CSR).
9.2 It is proven that sponsorships or any other benefit can be calculable to monetary values such as accommodation and food.
9.3 To be a sponsor, sponsorship request form must be prepared with details of the sponsorship including objectives, enclosed with all supporting documents to be proposed to authorized persons of the Company to approve according to the Company’s approval authority.
The company has guidelines for conducting business with ethics. Adhere to social responsibility The Company has established protection and fairness for those who report wrongdoing (Whistle Blowing Policy) as a channel for Company personnel, as well as customers and outsiders, to file complaints or provide information in cases where corruption is witnessed. and corruption or when corruption occurs corruption illegal acts Violating regulations, policies, or regulations specified by the company Violating the Business Ethics Code (Codes of Conduct) will lead to improvements or actions to be correct, appropriate, transparent and fair. The Chairman of the Audit Committee will act as a receiver of complaints regarding corporate governance and Code of Business Ethics (Code of Conduct) of the company. There is a channel for complaints regarding the information of whistleblowers and the matters reported will be kept secret to prevent the case of rights being violated.
When the company's personnel People involved in the business as well as customers and outsiders witness corruption. and corruption or when corruption occurs corruption illegal acts Violating regulations, policies, or regulations specified by the company Violates the Code of Conduct. Complaints can be made using the following steps: and guidelines as follows
10.1 Channels for complaints and whistleblowing
Chairman of the Audit Committee
SG Capital Public Company Limited
No. 72, Bang Rak Telecommunications Building, 20th Floor, Charoen Krung Road.
Bang Rak Subdistrict, Bang Rak District, Bangkok 10500
(E-mail): suranits@sgcapital.co.th
electronic mail
Contact channel for outsiders: SgcAmnesty@sgcapital.co.th
Contact channel for personnel within the company: Sgcvoice@sgcapital.co.th
10.2 Guidelines for reporting wrongdoing
• The company has appointed the chairman of the audit committee. Audit Committee (Independent Director) Investigation Committee (CSO) Corporate Governance Executive and human resources executives Be the recipient of complaints and reporting clues To give the complainant confidence that the company will provide justice in the complaint and the information provided.
• The company will act fairly towards the complainant. If they are company personnel, there will be no change in position, responsibilities, workplace, suspension, intimidation, harassment, termination, or any other actions that are unfair to the whistleblower. and if it is a customer or outsider The company will consider and investigate with transparency. By treating all stakeholders equally and equitably so that complainants can gain trust and confidence in a fair investigation process.
• Complainants who do not have good faith in making a report. and or later proves that the act was intended to cause damage or was incorrectly reported. If you are an employee, you will be subject to disciplinary action according to the company's work regulations. If it is a customer or third party that causes damage to the company The company will consider taking legal action.
• The company will keep information related to the report confidential, such as the name of the complainant. or the content of the matter reported unless additional information is requested or there is a legal request The company will notify the complainant before disclosing the information.
• The Chairman of the Audit Committee will consider matters reported as being necessary to investigate or not. Taking into account the principles of justice, fairness and honesty, if there is an investigation, the complainant will be informed. If the complainant does not reveal his or her identity, the complainant will not be able to report the investigation back to the complainant.
• In cases where an investigation is necessary to find out the facts. The recipient of the complaint will report such clues to the Audit Committee for further consideration. The Audit Committee may appoint an investigation committee in cases where it is considered necessary. However, the complainant must not be on the audit committee. and is not in the said investigation committee In the case where the complainant is one of the audit committee or investigation committee The recipient of the complaint will report it to the Board of Directors.
• In the event that the investigation results are confirmed to be true. The company will determine measures to prevent and correct it in a timely manner. And if necessary, the company will take action to punish the people involved or report it to the relevant official agencies.
• All information received from the complainant. and other evidence The findings and the results of the investigation will be kept as a secret document by the secretary of the audit committee.
10.3 Power of action
• Board of Directors
Set and approve a policy to protect and provide fairness to whistleblowers of wrongdoing (Whistle Blowing Policy) to build confidence and implement it until it becomes a culture within the organization.
• Audit Committee
investigate the facts Including reviewing to ensure that the company has an appropriate and adequate internal control system. and in accordance with the policy of protection and fairness to those who report wrongdoing (Whistle Blower)
• Complaint recipient
Receive clues and complaints Report clues and complaints to the Audit Committee or Investigation Committee.
• Investigative Committee
It is an independent organization responsible for investigating facts. However, this must be observed as follows.
- Report receipt of complaints Let the complainant know within 7 days from the date of receiving the complaint.
- Gather facts related to corruption, violations, or non-compliance with ethics.
- Report facts to the Chairman of the Audit Committee. and performs the duty of investigating facts to consider complaints To be completed within 30 days (thirty days)
- Presentation to the Chairman of the Audit Committee Regarding measures taken to stop wrongdoing, fraud, and corruption. non-compliance with the law Rules, regulations, policies, or business ethics (Codes of Conduct)
- Consider the process of disciplinary punishment to those who commit crimes, dishonesty, and corruption. non-compliance with the law Rules, regulations, policies, or business ethics (Codes of Conduct) as the company deems appropriate.
- Notify the complainant of the result if the complainant reveals himself within 7 days from the date the result of the consideration ends. In case it is important
- Report the results to the Chairman of the Audit Committee. and the Audit Committee knows
10.4 Process for considering whistleblowing or complaints
When receiving information from the complainant that there may be wrongdoing, fraud, corruption. non-compliance with the law Rules, regulations, policies, or the Business Ethics Code (Codes of Conduct) require the following consideration process.
(1) Notification of receipt of complaint Let the complainant know within 7 days from the date of receiving the complaint.
(2) The recipient of the complaint gathers facts related to wrongdoing, dishonesty, and corruption. non-compliance with the law Rules, regulations, policies or business ethics (Codes of Conduct)
(3) The recipient of the complaint reports the facts to the Audit Committee for consideration of the complaint. In case of necessity, the Audit Committee may appoint an investigation committee to investigate the facts. The Audit Committee or the Investigation Committee, as the case may be, must complete the investigation within 30 days (thirty days) from the date of notification. By separating related matters into management issues. Knowledge development Checking facts, fraud and corruption, etc.
(4) Audit Committee or investigation committee Carry out an investigation of the facts and present measures to proceed to the Chairman of the Audit Committee to stop wrongdoing, dishonesty, and corruption. non-compliance with the law Rules, regulations, policies or business ethics (Codes of Conduct)
(5) Audit Committee or investigation committee Consider the process of disciplinary punishment against those who commit crimes, dishonesty, and corruption. non-compliance with the law Rules, regulations, policies or business ethics (Codes of Conduct) as the company deems appropriate. Including considering actions to alleviate damage to those affected.
(6) Reporting results to the person receiving the complaint or the investigation committee. Has a duty to notify the complainant of the result if the complainant reveals himself within 7 days from the date the result of the consideration ends. In case it is important
(7) to the recipient of the complaint or the investigation committee Report results to the Chairman of the Audit Committee and/or the Board of Directors and/or the Audit Committee.
10.5 Measures to protect complainants or those who report wrongdoing
• The company will not terminate employment, suspend employment, or take disciplinary action. or threaten to take various actions from employees giving information about wrongdoing If anyone commits such violation will be disciplined
• The company will prevent intimidation and harassment of employees who provide information about wrongdoing. Including those who cooperate or assist in the investigation in good faith.
• The company will provide additional special protection as appropriate. It will consider the level of seriousness and importance of the complaint. In the event that the complainant is threatened or intimidated, report it to the Managing Director. To instruct the Human Resources Department to provide appropriate protection measures for informants in the case.
• In cases where employees report complaints or provide information about wrongdoing with honest intent. Even though the company did not find any wrongdoing as complained. The company will not take any punishment to employees who provide information. However, if the investigation results find that the complaint is baseless, and has done so with intent or intent to cause damage to other people or provide false information The company will consider punishing employees who provide information according to work regulations. Including considering legal action.
• The company will provide additional special protection as appropriate. It will consider the level of seriousness and importance of the complaint. In the event that the complainant is threatened or intimidated, report it to the Managing Director. To instruct the Human Resources Department to provide appropriate protection measures for informants in the case.
10.6 False complaints
The complainant must act in good faith and have no intention of harassing the organization or individual. If reporting a complaint Providing statements or any information that can be proven to be dishonest, false, and baseless or has the intent to bully organizations or individuals If the company finds that the notification or complaint is baseless as complained. and done with malicious intent or intentionally resulting in false information The company will consider punishing the complainant. Provider of information according to work regulations and take legal action as the case may be. If it is a third party who causes damage to the company, the company will proceed according to the company's procedures or according to relevant laws.
Companies must monitor and review anti-corruption measures. In order to be aware of the changing situation and risks related to this policy. and conduct regular reviews of the policy every year or when there are important changes that affect corruption risk management.
Company personnel And those involved in business who violate the law, regulations, policies, including any other practices of the company will be subject to disciplinary action based on the intent, circumstances, and results of the offense. Cooperation in the investigation Actions of Violators To correct or prevent such events from occurring again. Violators may receive disciplinary action starting with a written warning. Up to the maximum personal punishment is removal from position or termination of employment.
