Page 387 - CRC_One Report 2021_EN
P. 387
Business Overview and Performance Corporate Governance Financial Statements Enclosure
(1) The transaction which is of general commercial conditions
For the ordinary business transaction or transaction supporting ordinary business of the Company which might be
continuously occur in the future, the Company has established the policy determining the scope of such transaction
which shall be done on an arm’s length basis with the trading negotiation power without influence caused by the
position of the board of directors, management, or related person (according to the case). The conditions shall
also not cause the transfer of interest and/or be able to show that the transaction is done by reasonable or fair
price determination. If the Board of Directors has set a principle scope of the aforementioned transactions, the
managements of the Company would be able to proceed the approval of transaction complying with the specified
scope. The Company would report the summary of such transaction to the Audit Committee and the Board of
Directors on a quarterly basis.
(2) The transaction which is of non general commercial conditions
The transaction which is trading agreement that is not the general commercial conditions shall be considered
and approved by the Audit Committee before being presented to the Board of Directors and/or the meeting of
shareholders (according to the case) to approve. This type of transaction shall be done according to the Securities
and Exchange Act, rules, announcements, orders, or regulations of the Securities and Exchange Commission, the
Capital Market Supervisory Board, and the Stock Exchange and shall be done in compliance with the relevant
regulations regarding information disclosure of the related party transaction and other relevant rules.
In the case that the Audit Committee are not expert in considering the related party transaction which might occur,
the Company would appoint the specialized professionals such as auditor or independent property appraiser to give
opinion relating to the related party transaction in order for the Audit Committee and/or Board of Directors and/
or shareholders (according to the case) to use as information for decision making. This is done in order to ensure
that the transaction is necessary and reasonable and is beneficial to the Company. The Company would disclose
the related party transaction in the annual registration statement, annual report, and footnotes under the financial
statement inspected by the accounting auditor or other forms of reports (according to the case) in accordance with
the relevant regulations and laws.
Policy on the Future Related Party Transaction
In the case that there is future related party transaction, the Board of Directors shall comply with the Securities and
Exchange Act including rules, announcements, orders, and regulations of the Securities and Exchange Commission,
the Capital Market Supervisory Board, and the Stock Exchange and the regulations regarding information disclosure
of the related party transaction done by the Company or its subsidiaries according to the accounting standard
determined by the Certified Accountants and Auditors of Thailand and other relevant rules.
Moreover, if there is any related party transaction or change of agreement and condition regarding the transaction
related to director, management, or related person of the Company, the director who is a stakeholder shall not
attend the meeting of Board of Directors on the agenda relating to the consideration of such transaction.
Annual Report 2021 (Form 56-1 One-Report) 387

