Page 337 - CRC_One Report 2021_EN
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Business Overview and Performance     Corporate Governance      Financial Statements   Enclosure



         The Company prescribes in the Board of Directors Charter that the Board of Directors shall be responsible for
         ensuring non-conflict of interest between stakeholders of the Company and subsidiaries. In case that any director
         having conflict of interest in any transaction conducted with the Company or changes in his/her shareholding
         percentage, such director shall notify the Company immediately. Moreover, the assignment of authority, duties,
         and responsibilities to any person shall not be characterized by the delegation of authority that allows the attorney
         to be able to approve the transaction that he/she or a person who may have conflict of interest may have interests
         or receive interests in any forms or have any other conflict of interest with the Company or subsidiaries, except
         for the approval of transactions which are conducted in accordance with the policy and the criteria approved by
         the shareholders’ meeting or Board of Directors.

         The Company has a policy on connected transactions and transactions having conflict of interests as in accordance
         with the laws and regulations of SEC, Capital Market Supervisory Board, and SET, which will also be disclosed in
         Form 56-1/One Report.

         In year 2021, there were no complaints about committing offenses by Directors, Management and employees of the
         Company and its subsidiaries regarding conflicts of interest or operations that are against the policy, Regulations
         and Relevant Laws.

         (2)  Prevention of Misuse of Insider Information


         The Company has established a policy to prohibit its directors, executives, and employees from using any information
         that may affect the Company’s share price, or information that, if disclosed, will cause damage or disadvantage to
         the Company. This information is treated as confidential and important and/or insider information of the Company,
         which has not yet been disclosed to the public or shall not be disclosed on the purpose of seeking benefits for
         oneself or others whether directly or indirectly. The Prevention of Misuse of Insider Information Policy, to ensure
         equality and fairness to all shareholders, is notified through the director orientation, email to new executives, and
         the Company’s intranet for employees. The details of the policy is as follows:


         •  Insider Information Control: Directors, executives and all employees of the Company and its subsidiaries must not
           use insider information which contains materials information and has not been disclosed to the public for the benefit
           of oneself and others. Everyone shall comply with the policy on retention and the use of insider information that
           the Company strictly defined. The Company also prohibits directors, executives and employees of the Company
           and subsidiaries or former directors, executives and employees from disclosing confidential information of
           the Company, as well as confidential information of its suppliers that they have been informed during their duties
           to outsiders, even if the disclosure of such information will not cause damage to the Company and its suppliers.
           The insider information must be used for the benefit of the Company’s business operations only.


         •  Holding of the Company’s Securities: Directors, executives, and employees of the Company and its subsidiaries
           who have been informed the insider information which may affect the change in share prices must refrain
           from trading in the Company’s shares for at least thirty (30) days before the financial statements or the insider
           information have been disclosed to the public, and within 24 hours after such information has been disclosed to
           the public, including must not disclose such insider information to others until such information has been notified
           to the Stock Exchange of Thailand.

         •  Reporting of the Company’s Securities Holdings: Directors and executives of the Company, including spouses or
           common partners and minor children must prepare and disclose the securities holding reports, and must report
           any changes in the Company’s securities holdings to the SEC Office in accordance with Section 59 of the Securities
           and Exchange Act. A copy of this report must be sent to the Company on the same day of submission to
           the SEC. The Company Secretary will notify the quarterly trading blackout period to the directors, executives, and



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