Corporate Governance
Supporting the SDGs Goals
SDGs
Goal 5:
Goal 10:
Goal 16:
Goal and Performance Highlights
Key Operations in 2024
- There was approval of the Company’s Board Charter according to the resolution of the Board of Directors meeting No. 1/2024.
- The Company’s management was restructured by establishing a Compliance Office to ensure proper operations.
- Training courses on the Company’s business ethics, code of conduct and cybersecurity management were provided for employees at all levels through the E-Learning system.
Key Performance in 2024
- The Company was awarded with “Excellent” or 5-Star rating for Corporate Governance Report: CG for four consecutive years by the Thai Institute of Directors Association and the Securities and Exchange Commission, Thailand.
- The Company received a perfect score (100) on the Annual General Meeting Checklist 2024, deemed worthy of being an “Excellent” example for six consecutive years. This demonstrates the Company’s commitment to adhering to corporate governance principles that respect the rights and equality of all shareholder groups, as well as the aim to maintain an “Excellent” example for its shareholder meetings indefinitely.
- 100.00% of employees at all levels have received training in business ethics and code of conduct.
Challenges and Opportunities
Commitment
The Company has its intention to conduct business under the good corporate governance principles following to the practical guidelines of the Stock Exchange of Thailand. By realizing that the important factor for strengthening the efficient management with transparency and accountability, which can help to build the reliability and confidence to shareholders, investors, all stakeholders and related persons, and increase the competitive advantage that leads to sustainable business growth. Therefore, the Board of Directors has established the Corporate Governance Manual, Business Ethics, and Code of Conduct for directors, executives to adhere to be practical guidelines
Management Approach and Value Creation
Management Approach
The company pushes forward to control the compliance with corporate governance policy, business ethics, Code of Conduct, and Anti-corruption policy, to be a part of regular working and adhere to comply with all the organization. And for promoting all employees to realize legal working with related regulations, the Company has communicated through employee orientation training, internal communication channel “Share Point” and the company website.
The Board of Directors has set business ethics and code of conduct under the Core Values to serve as a model, scope, standard and behavior guidelines for the Company’s personnel, including the Board of Directors, executives and employees at all levels, to perform their duties in corporate work. It also ensures that operations are conducted with ethics, morality and integrity, building a corporate foundation and image as a sustainably growing organization. Hence, the Company has documented its Code of Conduct in writing and disseminated it to its directors, executives and employees through the Company’s website and internal communication channels “Share Point.”
In 2024, the Board of Directors reviewed the Code of Conduct and concluded that it remains up-to-date and appropriate for the current situation. And in the past year, no violations of the company's business ethics were found.
Violation Statistics
| Reporting | 2022 | 2023 | 2024 |
|---|---|---|---|
| Violation and non-compliance with business ethics. | 0 | 0 | 0 |
| Violation and non-compliance with the work conduct guidelines of the company. | 0 | 0 | 0 |
| Corruption or Bribery (times) | 0 | 0 | 0 |
| Employees fired for non-compliance with Anti-Corruption Policy | 0 | 0 | 0 |
| Amount of fines for non-compliance with Anti-Corruption Policy (Baht) | 0 | 0 | 0 |
| Discrimination or Harassment (times) | 0 | 0 | 0 |
| Customer Privacy Data (times) | 0 | 0 | 0 |
| Conflicts of Interest (times) | 0 | 0 | 0 |
| Money Laundering or Insider trading (times) | 0 | 0 | 0 |
| Human rights violations | 0 | 0 | 0 |
| Compensation amount for human rights violations (Baht). | 0 | 0 | 0 |
Examples of corrective actions, including preventative measures against recurrence
Code of Conduct on the Use of Information Technology and Communication in case of using the computer program with an invalid license
Control employees to follow the procedures properly
- Define the conditions of use of the computer and the installation of computer programs.
- Do not install and use the same computer programs on multiple computers at the same time.
- Use opensource computer program.
Communication and building awareness to employees
- Provide training to educate employees on the correct use of computer programs.
- Prepare manuals and precautions for using the correct computer program.
- Use every opportunity to raise awareness among employees about the importance and guilt of copyright infringement.
Follow - up monitoring and auditing
- Record the history base of purchasing licensed computer programs.
- Audit the use of computer programs at all points on a quarterly basis.
- Those who commit copyright infringement, which is Code of Conduct violation of the Company, will be subject to disciplinary action in accordance with the company's regulations and may be punished according to the law if the act is unlawful.
Complaints and Corruption Management
The Company has provided whistleblowing channels for handling complaints, corruption or unethical behavior within the Company through various channels as follows:
| Whistleblowing Channels | Recipients | |
|---|---|---|
| Letter | 232 Moo 19, Rob Mueang subdistrict, Mueang Roi Et district, Roi Et province, 45000 | Internal Audit Department |
| secretary@globalhouse.co.th | Company Secretary | |
| Website | https://globalhousenews.com/whistleblower-with-complaints/ | Company Secretary |
| Telephone | Call Center 1160 | Company Secretary |
Complaints Handling or Whistleblowing Procedure
External Person or Internal Person
Complaints Handlingor Whistleblowing Department
The Audit Committee and Internal Audit Department
The Board of Directors
Procedures after receiving complaints or whistleblowing
- The Audit and Risk Management Committee shall consider and verify information or facts received from complainants or whistleblowers and report to the Board of Directors to consider the penalty or resolve such problem.
- Period for investigation is within 7 days after the date of receiving whistleblowing or complaints.
Protection of Whistleblowers or Complainants
- A whistleblower or complainant can choose to remain anonymous if they deem it not to disclose their identity. The Company will keep a whistleblower's information confidential.
- Whistle-blowers are to be suitably and fairly considered.
- Whistle-blowers or those who cooperate in the process of investigating complaints will be protected from unfair treatment, job reassignment, or any punishment, unless such complaints are made with a dishonest intention.
Remediation and Corrective Action
In the event that employees or stakeholders are damaged. The Company listens to comments or complaints and will immediately resolve any complaints or impacts. As well as seeking preventive measures to prevent such incidents from happening again and will consider appropriate compensation for the victims based on the cause and effect of the matter on a case-by-case basis.
The Company has established the Information Technology Security policy to define the principle and regulation in IT security management together with aims to raise awareness on cybersecurity and important information of the Company, as well as personal data protection which is a part of risks of the Company.
Privacy Policy
The Company recognizes the significance of respecting the right to privacy and securing personal data for its customers, suppliers and employees. Therefore, a Privacy Policy was established to inform stakeholders about the privacy policy, details on data collection, usage and disclosure under the Personal Data Protection Act (PDPA) B.E. 2562. Also, the code of conduct and operation guidelines are set with strict measures to protect personal data and to ensure that the personal data of customers, suppliers, and employees is kept confidential. If there is a need to use personal data, consent must be obtained first, and the data must be used lawfully. The Company has elevated its data protection measures as follows:
- The Company has established an organizational structure and clearly defined the roles and responsibilities of the related departments and personnel. By doing so, the Audit and Risk Management Committee was appointed to act as the Privacy Committee.
- The Personal Data Protection Committee is responsible for overseeing personal data and related internal controls, managing unusual events related to personal data, and evaluating the effectiveness of compliance with the Personal Data Protection Policy.
- The Company’s Personal Data Protection Officer (DPO) is appointed to oversee the operations of the Company’s units to ensure compliance with the law and the Company’s Personal Data Protection Policy, and regularly report the Personal Data Protection Status to the Personal Data Protection Committee.
- The Company organizes training programs to provide knowledge about the PDPA law and the Company’s Personal Data Protection Policy to all levels of employees.
Action Procedure for Data Breach
The Company has a procedure for taking action with personal data breaches as the Data Protection Officer: DPO notifies the Innovation & System Development to identify and manage causes of leaks, as well as report directly to the Board of Directors.
Personal Data Security Statistics
| 2022 | 2023 | 2024 | |
|---|---|---|---|
| Number of complaints related to personal data breach - Customers | 0 | 0 | 0 |
| Number of complaints related to personal data breach - Suppliers | 0 | 0 | 0 |
| Number of complaints related to personal data breach - Employees | 0 | 0 | 0 |
Information Technology and Cyber Security Policy
The Company has established an Information Technology and Cyber Security Policy as a comprehensive framework for corporate governance and management, ensuring the protection of Trade information and personal data, such as the Disaster Recovery Plan, IT access rights, Privacy Policy, and data-storage system development for improved efficiency. Additionally, it provides knowledge and raises awareness among employees about inappropriate digital behaviors and cybersecurity threats to employees through regular internal communication channels, fostering understanding and ensuring the proper use of digital technology.
Information Technology and Cyber Security PolicyInformation Technology Security Statistics
| 2022 | 2023 | 2024 | |
|---|---|---|---|
| Number of clients and customers affected by data breaches | 0 | 0 | 0 |
| Number of employees affected by data breaches | 0 | 0 | 0 |
| Total number of Information security breaches | 0 | 0 | 0 |
| Total number of clients, customers and employees affected by breaches | 0 | 0 | 0 |
| Total fines incurred by data breaches | 0 (Baht) | 0 (Baht) | 0 (Baht) |
Anti-Corruption
The Company recognizes the importance of anti-corruption and conducts business operations in a consistent manner of ethics, morals, integrity and transparency, based on good corporate governance and corporate social responsibility. To prove its intent and commitment of anti-corruption, the Company has declared to join the Thai Private Sector Collective Action against Corruption (CAC) and has established a written anti-corruption policy to serve as a guideline for the Board of Directors, executives, and employees at all levels.
For more information on the Anti-Corruption Policy, please visit:
Practical Guideline for Anti-Corruption
- The Company is committed to conducting business with honesty, integrity, transparency and provability, and does not support or accept all forms of corruption, both directly and indirectly.
- The Company requires subsidiaries and joint ventures to adopt the anti-corruption policy as a principle of business operations.
- The Company establishes the Anti-Corruption Policy in writing, which has been reviewed and amended to comply with relevant requirements.
- The Company disseminates the anti-corruption policy to all stakeholders through various channels. These include the Company’s website, internal communication platforms like "Share Point," public information boards in all stores, and the annual report.
- The Company offers channels for communication, complaints, or whistleblowing about corruption. It has measures in place to protect whistleblowers and ensures that their positions will not be reduced, nor will they face punishment or negative consequences for denying corruption. This protection applies even if their actions cause the Company to lose business opportunities. Complaints can be submitted through various channels, including emails or the Company’s website.
- The Company is dedicated to conducting its business with transparency and fairness by establishing the Anti-Corruption policy and guidelines to ensure compliance. Additionally, the Company promotes awareness, values, and attitudes that foster a corporate culture encouraging its directors, executives, and employees at all levels to adhere to relevant laws and regulations.
- The Company has established an efficient and effective risk management system and internal control system, including preventing corruption.
Certified Member of Thai Private Sector Collective Action Against Corruption
Performance in 2024
- Training on Anti-Corruption Policy was consistently provided to the Company’s directors, executives and employees at all levels.
- The Company has been a member of the Thai Private Sector Collective Action against Corruption (CAC), aiming to address corruption in the business sector of Thailand.
- The Anti-Corruption Policy and related guidelines were revised to achieve clarity and results.
- The Company’s open letter was documented as an invitation to join the Network of the Thai Private Sector Collective Action against Corruption (CAC).
Key Performance in 2024
- The internal audit department reviewed and assessed risks from business activities that may threaten corruption and internal controls. Overall, there was a sufficient and appropriate internal control system.
- The Company was certified as a member of the Thai Private Sector Collective Action against Corruption (CAC) for the first time on June 30, 2024.
- 100% of employees at all levels and first-tier suppliers have been communicated about the Anti-Corruption Policy, guidelines and practices.
Practical Guideline
The Company emphasizes that all employees and Product Consultants (PCs) must adhere to the Anti-Corruption Policy and business ethics by not directly or indirectly engaging in corruption. The Company has established an internal control system and auditing processes in all areas, considering the control of corruption risks and risk assessments that may arise. Furthermore, the Company promotes training and dissemination of the policy to all related parties to ensure understanding. Employees and PCs must not ignore or overlook any acts that fall within the scope of corruption, and there are penalties set if employees or PCs are involved in such acts.
Monitoring and Reporting Anti-Corruption Operations
The Board of Directors, executives, and all employees have the duty and responsibility to acknowledge, understand, and adhere to the good corporate governance policy as a guideline for business operations. This is to promote the Company as an organization with effective management and governance. Therefore, the Company has provided communication and complaint channels for all stakeholders regarding issues that may directly affect the Company and the Board of Directors.
Communication and Dissemination
The Company has communicated and disseminated the Anti-Corruption Policy to its personnel and all stakeholders to create understanding and support for anti-corruption through the following channels:
- Internal communication: orientation for new directors and employees, training, public relations boards, and Intranet channels
- External communication: the Company’s website and annual report (56-1 One Report)
