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CORPORATE GOVERNANCE

The Company’s Board of Directors has defined and formulated the way of establishing corporate governance of the Company in accordance with the standard set by the Stock Exchange of Thailand. The details can be summarized as following.

1) The Principles of Corporate Governance

The Company’s Board of Directors is aware that it is important to have the Principles of Good Corporate Governance. Therefore; there are policies to ensure the transparent corporate governance. Each responsibility is clearly defined. Moreover, the Company has placed the importance on the controlling system and internal auditing. For the risk management, the Company tries to control and manage risks closely and also bear the issue of morals in running the business in mind. The Company also ensures fairness to all partners, shareholders, and every interested person.

2) The Right and Equality of Shareholders

The Company places an equal importance on every shareholder. For instance, the Company will report performance to the shareholders on the regular basis. The progress will be reported directly to the shareholders or through the Stock Exchange of Thailand (“SET”). The Company also sends the invitation letter to the meeting and all related documents to the shareholders 7 days before the meeting which agrees with the Company’s regulation which require the completed minute of meeting for shareholders. Moreover, the Company will assign at least 1 audit committee member to achieve the attorney from the shareholders in the shareholder meeting in case the shareholder cannot attend the meeting. The Company also runs the shareholder meeting 1 time a year. If there is the urgent issue for the shareholders to consider, the Company will arrange some special shareholder meeting.

3) The Right of Stakeholders

The Company also places an importance on the stakeholders from every group. The details are listed below.

– Behaving to all employees fairly and give the appropriate remuneration.
– Buying any product or service from partners will be made in accordance with the trade terms and the partner contracts.
– Following the loan conditions.
– Paying attention to the customers and providing the best performances to the customers in term of the quality of the products and the after sale services and keeping the customers’ confidential.
– Following the rules and avoiding any dishonest way to destroy business contenders.
– Responsible for community and social environment.

4) The Shareholder Meeting

The Company has a policy to encourage all directors to attend shareholder meetings. The president of the meeting will grant the equal right to all shareholders to inspect the Company’s transparency. The time will be given to shareholders to question, comment and give suggestions. All the data and reports will be sufficiently provided to consider. Those who cannot attend the meeting will receive the power of attorney. The venue, time, and date will be chosen at the most convenience.

5) Leadership and Visions

The Board of Directors is independent and free in accordance with the standard of corporate governance in the following aspects.

– Define visions, mission, strategy, goal, business plan and the budget of the Company.
– Govern and monitor the performances of the administrative sections to agree with the plan in order to achieve goals.
– Ensure the sufficient internal systems.
– Ensure the proper risk management to create the best benefit to the Company.
– Encourage the Company’s executive members to participate in the seminar held by Thai Institute of Directors.