Guidelines for Monitoring and Evaluating Compliance with Anti-corruption Measures

The Board of Directors and the Audit Committee are responsible for supervising the internal control system and giving opinions on the adequacy of the internal control system. The topics were evaluated based on "Internal Control System Sufficiency Evaluation Form" announced by the Office of the Securities and Exchange Commission and the Stock Exchange of Thailand. It evaluates in accordance with the framework of the COSO - ERM 2017 (The Committee of Sponsoring Organization of the Treadway Commission - Enterprise Risk Management - Integrating with Strategy and Performance) in 5 categories, which are

1)
Control Environment
2)
Risk Assessment
3)
Control Activities
4)
Information & Communication
5)
Monitoring Activities

Regarding the results of the internal control system review, there were no significant disadvantages or deficiencies found in the internal control system. Each process is approved and reviewed sufficiently.

However, the procedures are concrete and are implemented for continuous development as follows:

  1. Establishment of Policy: The Company establishes the written anti-corruption policy by requiring all directors, executives, supervisors and employees including employees of the Company and its subsidiaries to strictly comply with.

  2. Monitoring and Evaluation of Performance: The Company assigns the Internal Audit Department to monitor and evaluate results and the compliance with anti-corruption measures, including improve operational processes in accordance with the relevant policies. Guidelines for monitoring and evaluating the compliance with anti-corruption measures are established. The work process is reviewed in each procedure that deficiencies may be found in the internal control system which possibly causes corruption in order to seek for the preventive measure and define it as a practice.

  3. Improvement of Work Process: In addition to the application of results of the work process review to improve procedures, the Audit Committee and the Board of Directors’ opinions on the review of the completeness and sufficiency of the work process are also applied from the investigation results, complaints from the corruption risk assessment, as well as opinions of all employees through the specified email channel. They are applied to the improvement of the relevant processes, practices and policies in order to minimize the risk from corruption.

  4. Monitoring of Work Process Improvement: Following up the improvement results and summarizing the improvement results to ensure that suggestions presented to improve processes, practices and policies have been put into operation in a timely manner.

  5. Results Reporting: The Internal Audit Department reports the monitoring results and evaluation results of anti-corruption measures, including suggestions on the implementation and improvement results to the Audit Committee annually so that the Audit Committee can review the completeness, appropriateness and sufficiency of the processes, practices and policies relating to anti-corruption measures. The Audit Committee is responsible for reporting the review results to the Board of Directors. However, if the Audit Committee and the Board of Directors provide any suggestions, the Company will apply them to improve the relevant processes, practices and policies to enhance the efficiency of the internal control.

Review of Completeness and Sufficiency of Anti-corruption

The Company assigns the Audit Committee to conduct the review of completeness and sufficiency in order to prevent any involvement with corruption as follows:

  1. The Company establishes an anti-corruption policy which all directors, executives, supervisors and employees including employees of the Company, its subsidiaries or other companies controlled by the Company must comply with. It is also identified in the Code of Conduct for directors, executives and employees of the Company, which must be strictly abided by.

  2. The Audit Committee is responsible for supervising and reviewing the compliance with anti-corruption measures under the Management's control, prevention and monitoring of risks from corruption, which policies and guidelines are clearly established and reporting the results to the Board of Directors.

  3. The Company provides the efficient internal control system, covering finance and accounting and the assessment of the sufficiency of the internal control system to the Audit Committee annually and also establishes procedures for storage of documents and records in accordance with the specified accounting standards.

  4. The Management supports the provision of knowledge on compliance with anti-corruption measures to employees and also expressing the intention and commitment to corruption prevention to all employees of the Company, its subsidiaries, other companies controlled by the Company and all groups of stakeholders.

  5. The Company provides the channel for whistleblowing or making complaints in the event that any corruption is found. Measures to protect whistleblowers, complainants or persons cooperating in providing such information are established. In addition, they are able to suggest, comment and ask questions about anti-corruption measures via e-mail: esg@supalai.com. Employees can make complaints / express their opinions directly to executives or put suggestions in the suggestion box installed at the fire exit of each floor.

  6. The Company conducts corruption risk assessments in all departments of the Company and its subsidiaries.

  7. The Company appoints a working group to develop the anti-corruption system by requiring employees to participate in driving, promoting and developing the compliance with anti-corruption measures in the organization.

  8. The Company organizes activities to campaign against corruption, such as disseminating anti-corruption policies to all groups of stakeholders through the Company's website (www.supalai.com) and to all employees via e-mail and the Company’s intranet, providing the orientation to new employees to provide knowledge on anti-corruption policy and practices, issuing press releases to provide knowledge on anti-corruption measures, making brochures to publicize all projects, organizing a quiz activities for rewards and providing a knowledge test on anti-corruption.

Channel for Whistleblowing on Corruption

The Board of Directors establishes a channel for whistleblowing or complaints on illegal acts or an offense on corruption or ethical violation or behaviors that may imply corruption or misconduct of any individuals in the organization or being violated the rights by employees and all groups of stakeholders (including partners, sub-contractors and employees) The stakeholders can perform whistleblowing or report complaints through the following channels:

  • e-mail: esg@supalai.com Reported directly to independent directors
  • Making a complaint by calling 1720
  • Suggestion Box Installed at the fire exit of each floor
  • Employees make a complaint / offer a comment directly to executives.

Procedures for Dealing with Complaints on Dishonest Acts

The Company has established procedures for handling with complaints on dishonest acts as follows:

  1. Acceptance of Matters When whistleblowers or complainants report any corruption matters, the coordinator registers the acceptance of matters.

    1)
    The complainant must be the person affected by the Company's operations and show his/her identity with evidence issued by government agencies for supporting the reporting of complaints.
    2)
    The complainant provides written details of the complaint by describing the sequence of events in detail, including the date, time, name-surname, and the affiliated department of the referring person referring to.
  2. Investigation The Investigation Committee is appointed to conduct the investigation and summarize its results and then present it to the Audit Committee

  3. Reporting of Results The Internal Audit Department summarizes details of complaints, investigations, and consideration results and presents them to the Audit Cmmittee. The Audit Committee summarizes the consideration results and also expresses opinions and reports to the Board of Directors.

  4. Reporting of Results to Whistleblowers or Complainants The consideration results are notified to the whistleblowers or complainants after reporting such investigation results to the Board of Directors

  5. Monitoring and Reporting In the case that the Audit Committee or the Board of Directors provides any suggestions or comments on the improvement of procedures for corruption prevention, the Internal Audit Department is responsible for monitoring and reporting the results of improvement and correction to the Audit Committee and the Board of Directors for acknowledgment.

Measures for Protection of Whistleblowers or Complainants

The Company establishes a policy on protection of whistleblowers or complainants regarding corruption as follows:

  1. The Company will keep information and identity of the whistleblower or complainant and the person being complained confidential.

  2. The Company will disclose only necessary information by considering the safety and the damage of the reporter, the source of information or related persons.

  3. Those affected will be mitigated through appropriate and fair procedures.

  4. In the case that whistleblowers or complainants or those cooperating in the investigation think that they may be in danger or may suffer from damages, whistleblowers or complainants or those cooperating in the investigation can request the Company to establish appropriate protection measures or the Company may establish protection measures without the request of the complainants or those cooperating in the investigation if it is considered that such matter is likely to cause damages or dangers.

  5. The Company will not take any unfair action to the whistleblower or complainant, such as changing their job position, job description, place of work, suspension of work, threatening, interference with operations, termination of employment or any other acts that are unfair to the whistleblower or complainant or those cooperating in the investigation.

  6. The Company does not demote, punish or give negative effects to employees who refuse to be involved with corruption in a practical manner.

Provision of Knowledge on Anti-corruption Measures to All Directors, Executives, Supervisors and Employees

The Company offers trainings to all new employees to provide knowledge on anti-corruption measures at the employee orientation and issues press releases to provide knowledge on anti-corruption through public relation boards, Line Group, and e-mails to employees of the Company and its subsidiaries. In addition, activities are held to create a culture that supports the organization's anti-corruption, such as an annual anti-corruption knowledge test, bulletin board decoration for providing knowledge, which receives positive feedback from employees. The managing director also emphasizes that all employees must acknowledge benefits of anti-corruption at the Company's annual New Year's party. Regarding the provision of knowledge on anti-corruption measures to directors and senior executives, information on anti-corruption policy, practices, results of policy implementation, manual on implementation of policies on anti-corruption measures, and benefits are presented to the Management Committee, the Executive Committee and the Board of Directors.

Provision of Knowledge on Anti-corruption Measures to Communication and Training to Employees and Stakeholders

The Company disseminates anti-corruption measures to all employees via public relations boards, e-mail, the Company's intranet and also communicates such measures to all groups of stakeholders, such as shareholders, business partners, competitors, customers, contractors and stores, through the Company's website (www.supalai.com). It is considered to the compliance with the policy on treatment of customers and business partners. The company does not request or receive any dishonest benefits and accept gifts in any festivals. In addition, risk management on corruption is also provided. The Management sends a letter to suppliers so that they can use such channel to perform whistleblowing via the email: esg@supalai.com. However, this is to communicate the Company's policies and practices on corruption prevention to stakeholders and allow them to know the channels for whistleblowing and create participation from stakeholders to make the Company's commitment to corruption prevention achieve its specified objectives.

Not only the employees of the Company are aware of the practices on anti-corruption, but the Company also provides communication to applicants who are interested in working with the Company in the job application form and when interviewing applicants about attitudes on anti-corruption.