Categories
Press Releases

13 July 2021 : Singapore Judgment Against GLH Fully Paid, Injunction Against GLH Removed and KPMG Concern Solved

July 2021

13 Jul 2021

Mr. Tatsuya Konoshita, Acting Chief Financial Officer of Group Lease Public Company Limited, revealed “on 12 July 2021, GLH paid the remaining portion of the Singapore Judgement against GLH and now the GLH judgement has been paid in full. In the 6 October 2020 decision, the High Court of Singapore ruled that GLH and other defendants are jointly and severally liable for damages amounting to around $70 million or roughly THB 2,187 million, approximately only 30% of what JTA had claimed. Most of the damages awarded, $49 million (approximately THB 1,527 million), related to the $50 million convertible debentures that was due to JTA in March 2020 but that GL withheld due to JTA’s actions.

By completing payment of the Singapore Judgement, this resolves one of the major concerns of KPMG in regards to the Company’s financial statements of 2020 and legal uncertainty. With the Singapore Judgement satisfied and the injunction against GLH removed, this is no longer a concern for our business and neither for KPMG and is a step forward to help us be able to disclose our 2020 financial statement.”

Mr. Riki Ishigami, Chief Executive Officer of Group Lease Public Company Limited, stated, “we are pleased to satisfy the Singapore Judgement against GLH. By completing payment for this judgement, we not only removed the injunction against GLH which will allow us to utilize all the assets of the Group for our shareholder’s benefit, but it also shows that the Company has the ability and financial strength to pay such a judgement. Now we can better focus on our business and move on to the next step for GL after the Covid situation improves.”

For more information, please contact
Sutisa Trikisyasopon / Phoomrapee Siriban
Siam PR Consultant Co., Ltd.
Tel. 0-2693-7835 Ext. 25 / 21
Mobile. 098-996-2454 / 081-587-5199

Categories
SET Announcements

13 July 2021 : Update on Decision of Singapore Court regarding litigation between J Trust Asia Pte. Ltd. and Group Lease Holdings Pte. Ltd.

Categories
SET Announcements

09 July 2021 : Plan and Progress Report in Solving the “C” Caution of “GL”

Categories
Uncategorized

Shareholders’ Meeting

2022
2021
2020
2019
2018
2017
2016
2015
2014
2013
2012
2011
2010
2009

2022

Annual General Meeting
Title Download
Minutes of the Annual General Meeting 2022
Minutes of the 2022 Annual General Meeting of Shareholders
Notice of the 2022 Annual General Meeting (Invitation)
Invitation for the Annual General Meeting of Shareholders FY 2022
Copy of the Minutes of the Annual General Meeting of Shareholders FY2021
Profile of Directors who will retire by rotation and to be re-elected
Proxy
  • Proxy Form B
  • Proxy Form C
The Company’s Articles of Association in relation to the AGM
Identification Documents of shareholders and proxies
Guideline for attending the meeting to protect the outbreak of Coronavirus 2019 (COVID-19)
QR code downloading procedure for Annual Report
Map of the Meeting venue
Agenda Proposal
Annual General Meeting Agenda Proposal 2022

2021

Annual General Meeting
Title Download
Minutes of the Annual General Meeting 2021
Minutes of the 2021 Annual General Meeting of Shareholders
Notice of the 2021 Annual General Meeting (Invitation)
Invitation for the Annual General Meeting of Shareholders FY 2021
Copy of the Minutes of the Annual General Meeting of Shareholders FY2020
Profile of Directors who will retire by rotation and to be re-elected
Brief profile of Directors who will be nominated to be new Directors
Proxy
  • Proxy Form B
  • Proxy Form C
The Company’s Articles of Association in relation to the AGM
Identification Documents of shareholders and proxies
Guideline for attending the meeting to protect the outbreak of Coronavirus 2019 (COVID-19)
QR code downloading procedure for Annual Report
Map of the Meeting venue
Agenda Proposal
Annual General Meeting Agenda Proposal 2021

2020

Annual General Meeting
Title Download
Minutes of the Annual General Meeting 2020
Minutes of the 2020 Annual General Meeting of Shareholders
Notice of the 2020 Annual General Meeting (Invitation)
Invitation for the Annual General Meeting of Shareholders FY 2020
Copy of the Minutes of the Annual General Meeting of Shareholders FY2019
Profile of Directors who will retire by rotation and to be re-elected
Brief profile of the Certified Public Accountant
Proxy
  • Proxy Form B
  • Proxy Form C
The Company’s Articles of Association in relation to the AGM
Identification Documents of shareholders and proxies
Guideline for attending the meeting to protect the outbreak of Coronavirus 2019 (COVID-19)
QR code downloading procedure for Annual Report
Map of the Meeting venue
Agenda Proposal
Annual General Meeting Agenda Proposal 2020

2019

Annual General Meeting
Title Download
Minutes of the Annual General Meeting 2019
Minutes of the 2019 Annual General Meeting of Shareholders
Notice of the 2019 Annual General Meeting (Invitation)
Invitation for the Annual General Meeting of Shareholders FY 2019
Copy of the Minutes of the Annual General Meeting of Shareholders FY2018
Profile of Directors who will retire by rotation and to be re-elected
Brief profile of the Certified Public Accountant
Proxy
  • Proxy Form B
  • Proxy Form C
The Company’s Articles of Association in relation to the AGM
Identification Documents of shareholders and proxies
QR code downloading procedure for Annual Report
Map of the Meeting venue
Agenda Proposal
Annual General Meeting Agenda Proposal 2019

2018

Annual General Meeting
Title Download
Minutes of the Annual General Meeting 2018
Minutes of the 2018 Annual General Meeting of Shareholders
Notice of the 2018 Annual General Meeting (Invitation)
Invitation for the Annual General Meeting of Shareholders FY 2018
Copy of the Minutes of the Annual General Meeting of Shareholders FY2017
Detail of Directors who will retire by rotation and to be re-elected and detail of the nominated Director to replace the vacant position
Detail of the Nominated Director to be newly appointed
Announcements in relation to the Amendment of the Company’s Articles of Association
Proxy
  • Proxy Form B
  • Proxy Form C
The Company’s Articles of Association in relation to the AGM
Identification Documents of shareholders and proxies
Map of the Meeting venue
Agenda Proposal
Annual General Meeting Agenda Proposal 2018

2017

Annual General Meeting
Title Download
Minutes of the Annual General Meeting 2017
Minutes of the 2017 Annual General Meeting of Shareholders
Notice of the 2017 Annual General Meeting (Invitation)
Invitation for the Annual General Meeting of Shareholders FY 2017
Proxy
  • Proxy Form B
  • Proxy Form C
Agenda Proposal
Annual General Meeting Agenda Proposal 2017

 

2016

Extraordinary General Meeting
Title Download
Minutes of the Extraordinary General Meeting
Minutes of the Extraordinary General Meeting of Shareholders No. 2/2016
Notice of theExtraordinary General Meeting
Invitation for the Extraordinary General Meeting of Shareholders No. 2/2016
Certify the Minutes of the Extraordinary General Meeting of Shareholders No. 1/2016 held on 24 June, 2016
Opinion of the Independent Financial Advisor
Opinion of the Board of Directors and Audit Committee on the Independent Financial Advisor’s Report
Proxy Form B
Proxy Form C
Annual General Meeting
Title Download
Minutes of the Annual General Meeting 2016
Minutes of the 2016 Annual General Meeting of Shareholders
Notice of the2016 Annual General Meeting (Invitation)
Invitation for the Annual General Meeting of Shareholders FY 2016
Proxy
  • Proxy Form B
  • Proxy Form C
Agenda Proposal
Annual General Meeting Agenda Proposal 2016

2015

Annual General Meeting
Title Download
Minutes of the Annual General Meeting 2015
Minutes of the 2015 Annual General Meeting of Shareholders
Notice of the2015 Annual General Meeting (Invitation)
Invitation for the Annual General Meeting of Shareholders FY 2015
Copy of the Minutes of the Annual General Meeting of Shareholders 2014
Director’s Annual Report for the year 2014
Brief Profiles of Directors who will retire by rotation and to be re-elected
Details of Substantial Preliminary Information of Convertible Debentures
Capital Increase Report Form (Form 53-4)
Proxy
  • Proxy Form B
  • Proxy Form C
The Company’s Articles of Association in relation to the AGM
Identification Documents of shareholders and proxies
Map of the Meeting venue
Agenda Proposal
Annual General Meeting Agenda Proposal 2015

2014

Annual General Meeting
Title Download
Minutes of the Annual General Meeting 2014
Minutes of the 2014 Annual General Meeting of Shareholders
Notice of the2014 Annual General Meeting (Invitation)
Invitation for the Annual General Meeting of Shareholders FY 2014
Minutes of the Extraordinary General Meeting of Shareholders No. 1/2013
Brief Profile of Directors who will retire by rotation and to be re-elected
Details of the Company’s shares repurchase project for financial management purposes
Proxy Form B
Proxy Form C
The Company’s Articles of Association in relation to the AGM
Identification Documents of shareholders and proxies
Map of the Meeting place
Agenda Proposal
Annual General Meeting Agenda Proposal 2014

2013

Extraordinary General Meeting
Title Download
Minutes of the Extraordinary General Meeting
Minutes of the Extraordinary General Meeting of Shareholders No. 1/2013
Notice of theExtraordinary General Meeting
Invitation for the Extraordinary General Meeting of Shareholders No. 1/2013
Proxy Form B
Annual General Meeting
Title Download
Minutes of the Annual General Meeting 2013
Minutes of the 2013 Annual General Meeting of Shareholders
Notice of the2013 Annual General Meeting (Invitation)
Invitation for the Annual General Meeting of Shareholders FY 2013
Minutes of the Extraordinary General Meeting of Shareholders No. 2/2012
Brief Profile of Directors who will retire by rotation and to be re-elected
Letter of Contribution
The Company’s Articles of Association in relation to the AGM
Documents or evidences verifying the identity of the shareholder or a representative of the shareholder entitle to attend the meeting
Proxy Form B
Map of venue for the Annual General Meeting
Agenda Proposal
Annual General Meeting Agenda Proposal 2013

2012

Extraordinary General Meeting
Title Download
Notice of the 2012 Extraordinary General Meeting
Invitation for the Extraordinary General Meeting of Shareholders No. 2/2012
Proxy Form B No.2/2012
Invitation for the Extraordinary General Meeting of Shareholders No. 1/2012
Annual General Meeting
Title Download
Minutes of the Annual General Meeting 2012
Minutes of the 2012 Annual General Meeting
Notice of the2012 Annual General Meeting
Invitation Notice To Annual General Shareholders Meeting 2012
Proxy Form B

2011

Annual General Meeting
Title Download
Minutes of the Annual General Meeting 2011
Minutes of the 2011 Annual General Meeting
Notice of the2011 Annual General Meeting
Invitation Notice To Annual General Shareholders Meeting 2011

2010

Annual General Meeting
Title Download
Minutes of the Annual General Meeting 2010
Minutes of the 2010 Annual General Meeting
Notice of the2010 Annual General Meeting
Invitation Notice To Annual General Shareholders Meeting 2010

2009

Annual General Meeting
Title Download
Minutes of the Annual General Meeting 2009
Minutes of the 2009 Annual General Meeting

Categories
Uncategorized

Board of Directors Members

Board of Directors Members

Independent Director

Miss KANOKRAT DEEMANGMEE

INDEPENDENT DIRECTOR
AUDIT COMMITTEE

Mr. THANAPHON KONGJIENG

INDEPENDENT DIRECTOR
CHAIRMAN OF THE AUDIT COMMITTEE

Mr. CHAROEN CHAROENATTAVIT

INDEPENDENT DIRECTOR
AUDIT COMMITTEE

Director

Mr. KANAME HASHIMOTO

CHAIRMAN OF THE BOARD OF DIRECTORS

Mr. TATSUYA KONOSHITA

CHAIRMAN OF EXECUTIVE COMMITTEE 
DIRECTOR

Mr. RIKI ISHIGAMI

CHIEF EXECUTIVE OFFICER
DIRECTOR

Mr. YUSUKE KOZUMA

DIRECTOR

Mr. MUNEO TASHIRO

DIRECTOR

Group Executives

Group Lease Public Company Limited (Thailand)

Mr. Riki Ishigami
Nationality Japanese

BG Microfinance Myanmar Co., Ltd. (Myanmar)
GL-AMMK Service Company Limited (Myanmar)
GL Leasing Company Limited (Laos)

Mr. Kaname Hashimoto
Nationality Japanese

Group Lease Public Company Limited (Thailand)
Thanaban Company Limited (Thailand)

Mr. Muneo Tashiro
Nationality Japanese

Commercial Credit and Finance Public Limited Company (Sri Lanka)

Mr. Roshan S Egodage
Nationality Sri Lankan

Categories
Code of Ethics

Monitoring

Monitoring

It is the duty and responsibility of the directors, executives and employees to acknowledge understand and comply strictly with the Company’s Code of Ethics while performing duties.

It is also the duty and responsibility of the executives or supervisor in all levels to monitor and be responsible to ensure that their subordinates have clearly acknowledged, understood and strictly complied with the Code of Ethics.

In case of any unclear practice, the supervisor according to supervision line or Human Resources or Internal Audit Manager should be consulted to ensure the appropriate compliance.

Disciplinary

Business Code of Ethics of the Company is considered to be one of the disciplines in which all directors and employees have to comply strictly. Disciplinary action shall be put against those employees who violate or do not comply with the Business Code of Ethics in accordance with the Work Rules and Regulations Manual of the Company B.E. 2559 (or the currently applied version) under Employees Disciplinary Action Section.

Categories
Code of Ethics

Code of Ethics for Employees

Code of Ethics for Employees

Employees’ Self-Conduct:

  • Seek more knowledge and experience in order to improve oneself in terms of knowledge and skills which can enhance the working capacities more effectively and efficiently.
  • Adhere to moral principle and must not solicit for undeserved position or any other wrongful benefits from the supervisor or other persons.
  • Avoid all kinds of malicious addictions and behavior that might lead to the deterioration of one’s own as well as the Company’s dignity and reputation. For example, do not get involve in too much debt, stay away from all kinds of gambling and never get involved in any type of drugs, etc.
  • Shall not involve in any profession or action which might adversely impact one’s own duties or reputation and the Company’s reputation.
  • Avoid having financial obligations with the persons/entities having commercial relationship with the Company or among other employees which includes the lending and borrowing of money, asking for donation, discounting cheques, etc. except doing for charity and public activities purposes.

Employees’ Roles towards the Company:

  • Carry out duties with integrity and prudent by dedicating oneself, both physically and mentally, significantly for the best interest of the Company.
  • Carry out duties diligently and always seek ways to develop and improve one’s performance to always maintain efficiency.
  • Having discipline and always comply with the Company’s rules and regulations, Company’s value, culture whether prescribed verbally or in writing.
  • Maintain one’s own dignity to be acceptable by others in society and also not doing anything that might ruin the Company’s image and reputation.
  • Utilize and conserve the Company’s resources to the best interest, maintenance them and never use them for personal interest.
  • Employees are forbidden to participate in any transaction/action or to conceal the transaction/action which has conflict of interest with the Company or which might prevent them from carrying out duties fairly or participate in the concealing of any illegal transaction/action.
  • Shall not involve in any financial obligations or incur any financial obligation with other persons who have the duties or business relationship with the Company.
  • Carry out duties in accordance with the health, safety and work environment policies
  • Do not use one’s own authority or allow others to exploit the authority directly or indirectly to seek for one’s own or the other person’s interest improperly.
  • Possess good conscience, commitment and collective responsibilities towards the Company in carrying out duties in compliance with the Company’s set objectives under the health, safety and work environment policies by strictly complying with the related policy, rules, regulations and directions.
  • Strictly secure the Company’s confidentiality in terms of the leakage of the inside information or confidential documents of the Company that might incur damages to the Company..
  • Being prudent in expressing opinions to external parties especially those issues that may affect the reputation and business operation of the Company.

Employees’ Roles towards other Employees:

  • Encourage teamwork by providing coordination, assistance to each other for the overall interest of the Company.
  • Treat co-workers with politeness, generosity, good human relationship.  Adapt oneself to be able to get along well with others and do not conceal information necessary in carrying out duties of the co-workers.
  • Respect others by not stealthily claiming other’s achievement as one’s own performance.
  • The supervisor should be respectful and become good example for the subordinates
  • The subordinates should treat their supervisor respectfully.
  • The subordinates shall listen to the supervisor’s suggestions and always pay respects to them and be polite to other employees in higher position.  
  • Avoid gossiping other employee’s story both in terms of the work and personal issues or criticizing in such a way that it might destroy individual employee or ruin the Company’s image as a whole.
  • Maintain and create unity among colleagues and do not do anything that is immoral to other employees.
  • Do not take any action that constitute sexual harassment against other employees as such action might lead to nuisance or undermine morale in the work environment, encouraging enemy or aggressiveness as well as interrupting the work of other employees unreasonably.  Such behavior includes indecent actions or sex harassment whether verbally or physically.

Employees’ Roles towards Customers, Related Parties, Environment and Society: 

  • Perform duties with integrity and being ethical when dealing with customers, competitors and socials.
  • Treat customers fairly and without discrimination.
  • Do not abuse customers’ confidential information obtained from business operation which in normal course of action shall be kept as secret and not to be disclosed for one’s own or any third parties’ benefit except disclosed with prior consent from the customers or required by law or duty.
  • Provide information of products or services of the Company accurately and clearly without misleading on material information.
  • Must comply with the Anti-Corruption Policy and never engage in offering or soliciting bribes whether in the form of gifts or other benefits and must not do, assist or support any action that is against the law and related notification.
  • Participate or support activities for public welfare to help create and develop society and conserve environment as appropriate.
  • Behave oneself in compliance to the law and avoid any actions that may cause damage to others.

Conflict of Interest:

  • Employees and family must not acquire any benefit or being the shareholder of the company which is the commercial competitor of the Company or any other businesses including dealers/suppliers that the Company is dealing business with.  However, in the case that such company, business or such persons having securities listed on the Stock Exchange of Thailand, the securities purchased through the SET or the investment via mutual fund is not considered having conflict of interest with the Company’s interest unless it has an impact on the carrying out of their duties for the Company.
  • Employees and family must not do any action which may hinder the Company’s interest whether by dealing with the persons having business relationship with the Company such as dealers, suppliers, customers, competitors or by exploiting the opportunity or information acquired from their duties to seek personal benefit or to operate the business in competition with the Company’s business or to do the duties which do not belong to the Company’s assignment which may impact their performance.  
  • Employees must perform duty with transparency including being ready at all time for performance auditing by the Company, the group companies or other related agencies.
  • Employees must not work either as a full time or temporary employee in other companies which have the same type of business as the Company or compete with the Company’s business or that have a conflict of interest with the Company.
  • Directors and Executives are required to submit a report on interest of directors, executives and related persons in the format specified by the Company when first appointed by the Company and report again whenever there is any change.

Confidentiality:

  • Shall not disclose or abuse the Company’s confidential information by keeping secret and ensuring that the confidential information or document does not leak out to irrelevant persons which might cause damage to the Company except it is required by law, regulation, term or condition binding upon the Company to disclose. Moreover, employees shall not exploit the Company’s information acquired on duty for one’s own or others’ interest.
  • Avoid making comments or opinion to outsiders or the media on the Company’s issues without having the authority or duty to do so or comment on any other matters that might have impact on the Company’s image and operation.

Financial Reporting and Internal Control System:  

  • Financial report should be done accurately, completely, timely and reliably according to the generally accepted accounting standard.
  • Set up effective internal control system to ensure that the Company has complied to its standard rules and regulations and related laws.

Procurement: 

  • Act in a neutralized manner in dealing business with all dealers/suppliers in order not to be accused of offering special favor to a particular dealer/supplier which may lead to unfair decision on procurement, auction or negotiation process,  etc.
  • Procurement and outsourcing of the Company must be done under the set policy which is in line with the Good Corporate Governance Principle and the procurement and outsourcing will be carried out strictly in accordance with the rules and procedures currently enforced while doing the Procurement and Outsourcing.
  • Provide correct unambiguous information to the dealers/suppliers so that it does not rush them to make decision by misunderstanding or by getting correct but not enough information that should be provided.
  • Do not accept any gifts, invitation to a feast or reception from the dealers/suppliers which especially arranged in private or particular group including the invitation to a business trip or any other activities that the dealers/suppliers offer to make financial support so as to avoid any scandal and to protect against any probability to make compensation or give special favor in return for such gifts or financial support.
  • Shall not anticipate or ask for any compensated benefits either privately or in groups from the dealers/suppliers in whatever opportunity or situation and never accept bribes in whatever forms.
  • Only those vendors/suppliers who have the suitable qualifications and have the intention and capability to accept the procurement deal shall be invited to submit procurement proposals and those who do not have the qualification should not be invited just only to be used as bargaining tool with other vendors/suppliers.  If only the proposal is needed for cost projection or budgeting purposes, such purpose should be informed clearly in advance.
  • Provide clear and correct bidding criteria and treat all suppliers/bidders equally.  Additional information, once asked and given to any one bidder, should be given to the others as well.  If a bidder asks for postponement of proposal submission date, the other bidders should be informed of the new proposal date immediately as well.
  • The bidding price as well as other technical information received from the participated bidders should be kept confidential and should not be disclosed to the other party. 
  • Procurement process should be done fairly and honestly without any improper influence.
  • Provide reasonable time to vendors/suppliers during procurement process so that they will have sufficient time to procure or produce and provide us with sufficient and quality goods and services.

Giving or Receiving Gifts, Properties or any other Benefits or Entertainment:  

  • Employees and family must not request, receive or be allowed to receive money, properties or any other benefits from the persons dealing business with the Company.
  • Gifts giving or receiving is allowed conventionally but such giving and receiving should not have any impact on any commercial decision making in relation to the Company’s business.
  • Gifts can be given or received in the name or on behalf of organization to organization, e.g. gifts bestowed upon business contract signing and such gifts shall become the property of the Company and should be forwarded to the Human Resources Department for proper management, perhaps, by a lucky draw among the employees, donation, etc.  In the event that such gifts have higher value than 2,000 Baht, the head of the Department who received the gifts should be consulted to seek appropriate practice and to ensure that such gifts are not intended to influence on a particular decision making.
  • Shall not accept the feast invitation which is unreasonable or has overvalued if compared to the normal relationship from a person who has the duty or business with the Company.
  • Avoid giving any gifts to supervisor or receiving gifts from subordinate except it is on traditional festival and its value must not be too high.

Insider Trading:  

  • Shall not use inside information for one’s own interest in trading Company’s shares or disclose inside information to other persons for trading of Company’s share. Those who violate the rule by disclosing the non-public financial information or other non-financial information that may have impact on the Company’s share or using such information in buying or selling the Company’s share are subject to disciplinary action and penalty according to the Securities & Exchange Act, Section 296 which is 2 years of imprisonment or a fine of not more than double of the received benefits but not less than 500,000 Baht or both fine and imprisonment.
  • Employees or executives who work on or who can access to the operating result or financial statement reporting of the Company and/or the significant inside information which has impact on the Company’s share price including their family members shall suspend buying or selling of the Company’s shares 30 days prior to the financial statement disclosure or from the date of becoming aware of such inside information until 24 hours after the Company discloses the information to public on the SET system.
  • Directors and executives are required to report the shareholding and the changing of the Company shares of themselves, their spouse and minor children to the Securities & Exchange Commission according to Section No. 59 and the penalty Section No. 275 of the Securities & Exchange Act B.E 2535 (including any relevant amendment) and acknowledge the Company Secretary without delay or within 3 working days of execute date. The shareholding report shall be acknowledged in the next Board of Directors’ meeting.

Information Technology Usage:  

  • Avoid using illegal or immoral internet site or forward the information and message of such internet site to others.
  • Avoid sending e-mail which interferes with the Company’s operation or creates nuisance or violates the Company’s rules, laws or moral.
  • Those employees who have special right to access other’s e-mail content can do so only after acquired prior approval from the authorized person.  Those who access the content of other people’s e-mail without permission will be subject to disciplinary action.
  • Employees must not disclose the password to access any of the Information Technology Systems of the Company to other employees or other unauthorized persons.
Categories
Code of Ethics

Code of Ethics for Board of Directors

Code of Ethics for Board of Directors

The Company anticipates for the Board of Directors to work under best code of ethics framework to contribute to the utmost interest of the Company and all of its stakeholders within the following code of ethics framework:

  • Carry out duties in compliance to the law, regulations, objectives and Articles of Association of the Company, as well as the shareholders’ resolutions.
  • Manage business operation with transparency and integrity which contributing to the interest of all existing and future stakeholders as well as maintaining the good corporate image.
  • Manage business operation without concentrating in politics or being under political influence and strictly being neutralized.
  • Have no conflict of interest in the business that competes with the Company’s business both directly or indirectly.
  • Manage business operation by avoiding personal conflict of interest with the Company’s interest so that the management is done effectively and efficiently.  Such interests including:
    • Not seeking unlawful benefit from duty performing both directly and indirectly.
    • Perform duties with transparency and being neutral. Do not participate or vote in the Board of Directors’ meeting while considering or making decision on the matters which one has conflict of interest except to present the necessary information to the Meeting only and does not influence or mislead others to make decision for one’s own benefits.
    • Do not disclose commercial secrets or other confidential information of the Company and do not disclose such information or such documents after resigning from the Company as well.
    • Shall not be a director in the company which is the commercial competitor of the Company.
    • Have no benefits or any conflict of interest from the contracts engaged by the Company or inform about the said interest in advance to the Chairman of the Board or the Shareholders’ Meeting and ensure that the Company has a sound process for considering the connected transaction according to the rules and regulations.
    • Shall not accept any cash or assets or any other benefits which are contrary to against the interest of the Company for personal and/or family’s interest, such as  entertainment, gifts, travelling tickets or other entertainment tickets, leisure program, accommodations or other personal offerings, etc. in which the proposer anticipates some commercial benefits from the Company.
    • Carry out duties to the best capacity and devote sufficient time for the best interest of the Company which includes the duty during the Board of Directors’ Meeting as well as other committees’ meetings.
    • The Company’s directors and its family members must not be a shareholder or acquire benefits from the Company’s competitors or other business enterprises including dealers/suppliers that may have conflict of interest with the Company.  However, in the case that such company, business enterprises or such persons having securities listed on the Stock Exchange of Thailand, the securities purchased through the SET or the investment via mutual fund is not considered having conflict of interest with the Company’s interest as long as it does not have any impact on the carrying out of their duties for the Company.
    • Shall not do any action especially in the form of management of other company’s business which might be against the Company’s benefits or provide any advantage to an individual or juristic person either for one’s own benefit or others.
    • Shall not utilize inside information for one’s own or one’s family benefit in buying or selling of the Company’s securities or disclose such inside information to others for the purpose of buying or selling of the Company’s securities.
Categories
Code of Ethics

Best Practice towards Stakeholders

Best Practice towards Stakeholders:

Role and Responsibility towards Shareholders:

To carry out our missions transparently with integrity and any decision making is done base on trustworthiness and fairness to the shareholders both major and minor shareholders and for the best interest of all concerned groups as a whole. 

  • Manage the Company’s business to the best prosperity, stability and contribute appropriate and regular returns to the shareholders.
  • Carry out missions professionally to the best capacity and with due care.
  • Report to the shareholders the Company’s accurate financial status equally, regularly and completely.
  • Shall not disclose the Company’s confidential information to others on bad faith.
  • Shall not do any action that might lead to conflict of interest with the Company.
  • Perform mission in awareness of current and potential risk.
  • Operate business with transparency.

Role and Responsibility towards Employees:

  • Maintain a hygienic working environment, safe and sound for life and property of employees.
  • Provide reasonable remunerations to the employees in relation to their experience, knowledge, ability, responsibility and work performance in comparable with other leading companies.
  • The appointment and transfer as well as rewarding and penalties of the employees shall be done fairly and impartially base on the caliber and performance of such employee.
  • Treat employees with mercy and justice. Take care of their hygiene and respect their individuality and human dignity.
  • Emphasize on the importance of development and training of knowledge and skill to the employees by providing thorough and regular opportunity to all employees.
  • Strictly comply with the laws and other rules with regards to the employees.
  • Encourage employees’ participation in determining the directions of business and problem solving of the Company.
  • Listen to the opinion and suggestions of the employees in all levels equally and impartially.
  • Provide whistle blowing channels to the employees.

Role and Responsibility towards Customers:

  • Treat all customers equally and strive to provide services to all groups of customers fairly.
  • Fulfill and comply with the agreement or other conditions engaged with the customers.  In case of the inability to comply, notice or negotiation should be done in advance in order to find mutual solutions and to prevent future damage.
  • Determine to build satisfaction and confidence to the customers to ensure that they will receive excellent quality services with security and proper technology which standard will be constantly and intensely upgraded.
  • Disclose our services information completely, accurately and timely without any distortion while maintaining sound and sustainable relationship with the customers.
  • Organize our service providing system efficiently so that complaints can be filed and solutions can be handled instantly and satisfactorily.
  • Operate business with possible reasonable cost while maintaining standardized services.
  • Strongly emphasize on the keeping of customers’ information confidential and never use them for personal or related person’s interest.
  • Do not disclose customers’ information obtained from business operation which is normally concealed unless it is disclosed by duty or law.
  • Do not solicit, receive or offer any benefits to customers on bad faith.

Role and Responsibility towards Suppliers:

  • Fulfill and comply with the agreement or other conditions engaged with the suppliers.  In case of the inability to comply, notice or negotiation should be done in advance in order to find mutual solutions and to prevent future damage.
  • Treat suppliers equally, transparently and fairly on the basis of mutual returns for both parties.
  • Do not solicit, receive or offer any benefits to suppliers on bad faith.
  • Assess suppliers on a regular basis to promote mutual sustainable business relationships.

Role and Responsibility towards Creditors:

  • Fulfill and comply with the agreement or other conditions engaged with the creditors regarding the repayment, custody of collateral and other criteria.  In case of the inability to comply, notice or negotiation should be done in advance in order to find mutual solutions and to prevent future damage.
  • Report the correct financial information of the Company to all creditors completely, timely and regularly.
  • Do not solicit, receive or offer any benefits to creditors on bad faith.

Role and Responsibility towards Business Competitors:

  • Act within good competitive framework.
  • Shall not seek undisclosed business information of the competitors by illegal, improper or inappropriate method.
  • Shall not destroy business competitor’s reputation with false statements or without truth.

Role and Responsibility towards Society and Environment:

  • Organize or participate in Corporate Social Responsibility activities that will contribute to society and the environment on a regular basis in order to return profits to society.
  • Give importance to the activities in the community and society especially in terms of society, community and environmental development including the conserving of natural resources and the supporting of public activities, etc.
  • Continuously encourage awareness of social and environmental responsibilities in the Company and in all levels of employees.
  • Coordinate and manage to have the related laws and regulations complied strictly.
  • React immediately and efficiently to the incidents that have impact on the environment and community which arising from the Company’s operation by fully coordinating with the government officer or other related organization.
  • Adhere to democracy and encourage employees to exercise their voting rights under the constitution.
  • Be neutralized by not doing any action which shows special concentration in any one political party.

Role and Responsibility towards Government:

  • Plan the Company’s operation to be in line with the rules and regulations of the government.
  • Strictly comply with the law and regulations of relevant authorities.
Categories
Code of Ethics

Corporate Governance Policy

Corporate Governance Policy

Responsibilities of the Board:

  • Establish clear leadership role and responsibilities of the Board by strengthening Board effectiveness and defining objectives that promote sustainable value creation.
  • Ensure that the Company conducts its business with transparency, ethics, respecting the rights and responsibilities to the shareholders and all groups of stakeholders while being able to compete and successfully achieve good operating result including being resilience under various risk factors that might occur to the Company. 

Internal Control System:

  • Strengthen the effective risk management system and internal control in cooperation between the Board, the Audit Committee and the executives in order to conduct business in compliance with the good corporate governance principle by evaluating, reviewing and improving the effectiveness of the auditing/monitoring system regularly.

Nurture Innovation for work:

  • Nurture new innovation such as using new information technology to support employees in performing their duties or providing service to customers or suppliers as appropriate based on ethics, responsibilities to all relevant stakeholders and create sustainable value to the Company.

Development of Human Resources:

  • Ensure good personnel management in the field of development and education of operation and allocation of compensation and benefits that are suitable to duties and responsibilities in order to motivate and in line with the direction and strategy of the Company.

Transparency:

  • Conduct business with transparency and ensure financial integrity by disclosing information required by law, regulation and stipulation issued by the relevant regulators.

Conflict of Interest:

  • Monitor transactions which may cause conflict of interest or involve conflict between departments and ensure transparency and fairness without focusing on the interests of any one party.

Responsibilities to Society and Environment:

  • Promote or support participation in activity that will build good relationship between the Company and internal and external stakeholders of the Company including supporting arranging activity to help society and save environment.

Right and Equality:

  • Respect legal right of shareholders by treating them fairly and equally such as the right to profit sharing from the Company, the right to receive sufficient and equal information about the Company, right to attend the Shareholders’ Meeting to exercise voting in order to ensure that shareholders are involved in making decision on important matters of the Company, etc.

      Good Corporate Governance:

  • Enhance responsibilities towards all groups of stakeholders and society by encouraging directors, executives and employees to perform their duties in compliance with laws, business code of ethics and corporate governance code.