Sustainability Governance Structure
Sustainability and Corporate Governance Committee
The Sustainability and Corporate Governance Committee consists of at least 3 members, with more than 50% of them being independent directors. These members are selected from the board of directors and/or senior executives of the company to assist and support the board of directors in establishing policies related to environmental, social, and governance (ESG) operations and corporate social responsibility. To ensure that business operations are transparent, fair, and build confidence in all stakeholders, including effective implementation of sustainable practices. This serves as a guideline to foster sustainable growth for the company. The committee will consider appointing members with suitable qualifications to serve as the Chairman of the Sustainability and Corporate Governance Committee. Additionally, the current members of the Sustainability and Corporate Governance Committee are as follows:
| Name | Position |
|---|---|
| 1. Dr. Boonchai Pitakdamrongkij | Chairman of the Sustainability and Corporate Governance Committee (Independent Director) |
| 2. Pol. Gen. Kawee Suphanun | Member of the Sustainability and Corporate Governance Committee (Independent Director) |
| 3. Mr. Kriangkai Suriyawanakul | Member of the Sustainability and Corporate Governance Committee |
Duties, Authorities and Responsibilities of the Sustainability and Corporate Governance Committee
Sustainability
- Consider and determine the goal, policy, strategy, along with sustainability development operation plan, in accordance with business operation in economic, social, and environmental aspects, under the corporate governance principle.
- Control the compliance to the policy, strategy, sustainability development operation plan, through the working group who has been assigned.
- Control the disclosure of sustainability development information of the Company to stakeholders in form of 56-1 One Report and Sustainability Report.
- Corporate with Risk Management working group to evaluate the risk management and mitigation in regard to the sustainability development, including conducting the Materiality Maps.
- Consider, determine, review, and adjust the Climate Change strategy, including manages risk and likelihood from climate change according to the compliance to the Climate Change strategy.
- Consider, determine, review, and adjust the policy of Corporate Social Responsibility: CSR, to present to the Board of Directors to consider approve, including control the compliance to the Corporate Social Responsibility: CSR policy.
Corporate Governance
- Consider, determine, review, and adjust the policy, corporate governance manual, business ethics, and code of conduct, to be in accordance with regulations of government sectors and organizations in charge of corporate governance. In order to present to the Board of Directors to consider approve, including control the compliance to such corporate governance manual, business ethics, and code of conduct
- Consider, determine, review, and adjust the policy and practice guidelines regarding Anti-Corruption, to present to the Board of Directors to consider approve, including control the compliance to such policy and practice guidelines regarding Anti-Corruption.
Others
- Perform others as deem appropriate to achieve the set goal of sustainability and corporate governance development of the Company or as assigned by the Board of Directors.
Tenure of office
The Sustainability and Corporate Governance Directors, who has been selected by the Board of Directors and independent directors, shall have tenure pursuant to the tenure of the Company's directors. By the nomination and remuneration committee shall consider selecting the Company's directors, independent directors, and some executives of the Company, and present to the Board of Directors to consider the appointment of the Sustainability and Corporate Governance Directors position.
Board of Directors
The Board Diversity Policy
The Board of directors has set the Board Diversity Policy for the board structure by selecting qualified individuals based on their professional expertise, specialized knowledge, skills, experience, and qualifications relevant to the Company's business, In addition, directors shall be able to devote sufficient time to perform their duties and responsibilities without restrictions on age, gender, religion, or any restrictions in order to be the factors that support the balance in thinking and quality of work which are beneficial for the business’ operation.
In addition, to ensure an effective Selection and Nomination of Directors, the Board has developed a Board Skill Matrix to define the required qualifications and skill, such as engineering, marketing strategy and competition, accounting and finance, economics, legal, risk management government administration, or other areas relevant to the Company’s business goal. The details of the performance results for the year 2025 are as follows:
Report on the progress of the goals according to the Board Diversity Policy for year 2025
| Goals | Indicator | Practical results |
|---|---|---|
| 1. Number of independent directors | At least one-third of the total number of directors, but must not be less than 3 directors | 4 directors |
| 2. Directors with knowledge in the Company’s business | At least 3 directors | 10 directors |
| 3. Directors with knowledge in accounting or finance | At least 1 director | 8 director |
| 4. Number of female directors | At least 1 female director | 0 directors |
The Board Skills Matrix
For more details of the Board industry experience in accordance with the GICS Level 1 classification at