Page 269 - CRC_One Report 2021_EN
P. 269

Business Overview and Performance     Corporate Governance      Financial Statements   Enclosure



         (4)  Risk Policy Committee consists of at least three (3)  (2) Code of Conduct

             Risk Policy Committee members to support the Board
             of Directors in supervising to ensure that the company   The Company has the intention to carry out the business
             has an adequate and appropriate risk management   transparently, honestly, and with responsibility to
             system. This will enable the company to achieve   the stakeholders, societies and environments.
             its objectives with efficiency and effectiveness and   With approval of the Board of Directors, it has set up
             complies with relevant laws and standards in order to    its Code of Conduct for its employees to adhere as follows:
             ensure that the overall risk is at an acceptable level.
                                                                 Section 1   Guidelines for business conduct
         (5)  Corporate Governance and Sustainability
             Committee consists of at least three (3) Corporate   Section 2   Guidelines for dealing with customers,
             Governance and Sustainability Committee members                suppliers, creditors and competitors
             to support the Board of Directors regarding
             the corporate governance and sustainability         Section 3  Guidelines on conducting towards
             development of the Company as well as to ensure                the Company
             that the company’s directions, policies and strategies
             are well-operated with good corporate governance    Section 4  Guidelines on social responsibility
             and sustainable development.
                                                                 Section 5   Guidelines on violation or non-compliance
          Furthermore, the Company has appointed the corporate               to the Company’s Code of conduct
          secretary to carry out the Board of Directors’ and
          the shareholders’ meetings, support the work of        The Company has announced its practices
          the Board of Directors in respect to laws and regulations    for  acknowledgement  and  compliance  by
          as well as coordinate to ensure compliance with resolutions   all employees via its intranet.
          of the Board of Directors’ and the shareholders’meetings.
                                                              (3) Conflict of Interests
         2. The Board of Director’s Duties and
           Responsibilities                                   The Company manages the conflict of interest carefully,
                                                              honestly, reasonably and independently under the good
         The Board of Directors is accountable to the shareholders   ethical framework mainly for the benefit of the Company.
         in conducting the Company’s business operation.      Person who has a conflict of interest and/or connected
         It has duty to define the Company’s policy and direction   person and person who has interest in any matter
         as well as to ensure the business operation is carried   have to disclose information to the Company and
         out in accordance with the business goal, objective,   must not take part in approving such matter.
         vision, strategy and direction for the long-term benefit
         of shareholders within the legal framework and       The Company also sets a policy related to
         the Company’s guidelines while considering the benefit   the Related Party Transactions (RPT) and Conflict of
         of all stakeholders. Details of the role, duties and   Interest Transactions related to laws, regulations of
         responsibilities of the Board of Directors are prescribed   the Office of SEC, SEC, the Thai Capital Market
         in its Charter. Additionally, the Board of Directors    Supervisory Board and SET. The transactions will be
         is responsible for the following matters:            disclosed in the Annual Report (Form 56-1 One Report).

         (1)  Good Corporate Governance Policy                (4) Internal Audit


         The Company sets the Good Corporate Governance Policy   The Company has set up the efficient internal control
         in writing and proposes to the Board of Directors’ meeting     system in both management and operation levels.
         to approve such policy, with the purposes to serve as     The Company’s Internal Audit Department is responsible
         a guideline for the directors, executives and employees.   for assessing the adequacy of the internal control system
         The policy will be reviewed annually.                and report to the Audit Committee according to its plan.



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