Part 2 Corporate Governance 2.6 Corporate Governance Policy and Code of Ethics Overview and Practice Guidelines of Corporate Governance Policy and Code of Ethics Handbook The Board of Directors already puts in writing the Good Corporate Governance Policies (“the Policies”) and the Company’s Handbook of the Code of Ethics consisting of the Code of Business Ethics and Handbook of the Code of Ethics for Directors, Executives, Employees, and Investor Relations Officers. The Policies, the Handbook, and the Code have served as a framework for practice guidelines for its personnel since 2003. As well, the Company has requested member companies of Thanachart Group to apply such practice guidelines to their respective organizations in an appropriate and adequate manner in line with the business nature. They are required not only to adhere to the morality and honesty principles but also to comply with all the related laws. In this connection, the Company reviews the Policies and Handbook of the Code of Ethics annually. The Corporate Governance Policy and the Code of Ethics Handbook which were revised in 2021 could be found in Attachment 5. The Company already sent the Policy and the Code of Ethics Handbook to the executives of each work unit through their internal email accounts in Outlook. They were required to share the information with their staff so that the information could be studied in detail. In addition, the Policy and the Handbook were disclosed not only in Thanachart Group’s intranet systems but also on the Company’s website (www.thanachart.co.th). The key objective was to communicate to Thanachart Group’s employees, shareholders, investors and all the stakeholders concerned about the importance attached to the Policy and the Code of Ethics, making them feel confident that all of them will be treated equitably. Not less importantly, this will also reflect the good images of both the Company and Thanachart Group. In addition, the Board of Directors has deemed it appropriate to put in place the Charter of the Board of Directors as well as the charters of all other committees. These charters describe the duties and responsibilities of each committee. In this connection, it has been announced that members of the Board of Directors and those of other committees are required to adhere to their respective charters. The Corporate Governance Policy, the Code of Ethics Handbook and the Charter of the Board of Directors are continuously reviewed and amended, taking into consideration the principles of good corporate governance, based on the Corporate Governance Report of Thai Listed Companies (CGR) survey program, the SEC’s Corporate Governance Code (CG Code) for Listed Companies 2017 as well as other practice guidelines in line with the principles of good corporate governance for listed companies. Amendments have been made and applied as deemed appropriate for the Company’s business operations. Policies and Practice Guidelines in relation to Shareholders, Other Stakeholders, and the Board of Directors 1. Shareholders’ Right 1.1 Shareholders’ Basic Right Protection The Company has a policy on shareholders’ right protection and encourages them to honor their rights. The policy includes legal basic rights, such as company’s profit sharing in form of dividend, buying and selling shares or share transfers, participation in shareholders’ meeting in order to honor their voting rights equitably and independently, and encouraging shareholders to have sufficient information of the Company. The Company has fully disclosed the information of the Company with accuracy, adequacy and in a 154
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