Supalai Public Company Limited’s Board of Directors recognizes the importance of Information and Public Disclosure where the information must be accurate, clear, adequate and in a timely manner, while it must be also in compliance with the laws. This is the duty and responsibility towards shareholders including communication with investors or analysts and all parties concerned on an equal basis so as to further build trust in the management of information that is efficient, transparent and accountable. This will lead to the creation of added value to the Company’s business so as to grow with quality on a sustainable basis.
Scope of Policy
The Policy Information and Public Disclosure covers maintaining the confidentiality of the confidential information, preventing it from leakage, managing the information that may have impact on the price of securities, provision of information of the Company, either written or verbal given via telephone, Internet, press conference, teleconference to news reporters or investors, as well as other channels provided by government agencies or other persons for dissemination of information to the public.
1. Standard for maintaining confidential information
- The Board of Directors, executives, employees, contractors, and contracting parties of the Company shall maintain confidentiality of information and the Company’s Documents. They are prohibited from disclosing information and document unless authorized to do so.
- Confidential information refers to trade secret, formulas and various types of inventions, which belong to the Company.
- Confidentiality of information and document is divided into two levels:
| Classification | Definition | Seal | Envelope |
|---|---|---|---|
| Secret | Disclosure of all or part of the information that will cause damage to the Company, such as financial status of the Company etc. | Secret seal (red) Affixed at the top center of every page of document. | ✓ Seal with red tape |
| Top Secret | Disclosure of all or part of the information that will cause the most serious damage to the Company, such as the compensation of each employee. | Top Secret seal / Red affixed at the top center of every page of document. | ✓ Seal with red tape |
2. Standards for Information and Public Disclosure
- The disclosure of material non-public information not yet publicly disclosed and communication to the public shall be made carefully with accuracy, completeness and in a timely manner. Also, it must ensure that the shareholders and investors receive information with appropriate, sufficient, equality and in a timely manner on an equal basis with easy access to the information. The channel for disclosure might be the Company's website as may be deemed appropriate, whereby the period for disclosure must be carefully taken into consideration.
- The disclosure and communication of forward-looking information on the Company’s business operation shall be made with caution with the explanation on the conditions or assumptions used in such forecast.
- The disclosure and communication of material public information must be made clearly and completely without causing confusion. Furthermore, in providing additional information on material information that has already been disclosed, it must be done clearly and consistently, and must not cause misunderstanding on the information that has already been disclosed.
- The disclosure and communication of other non-material information must be based on facts with no intention to cause misunderstanding among others on any fact regarding financial position, performance, securities’ price, or disclosing in such a manner that may cause other people to understand that the securities’ prices have increased or decreased.
- The disclosure and communication of financial report, some factors should be taken into consideration, such as an assessment of the adequacy of the internal control system, opinions and notes of the auditor, opinion of the Audit Committee, which are in line with the objectives, main goals, strategies, and policies of the Company.
- The disclosure and communication of information that may cause impact on the Company in terms of business or competition must be made with extra caution, such as information on product costs, market share, etc.
2.1 The meaning of "Material Information"
Material information refers to the information relating to business operation of the Company, which, if disclosed and communicated in an inappropriate method, would cause significant impact on the Company’s ability to operate business, or the price of securities, or may influence investment decisions, regardless of whether it is financial or investment information or trade secrets, for example:
- Financial statements (Statement of financial position, Income statement, Cash flow statement, Statement of changes in shareholders' equity, notes to the financial statements) and changes made on critical accounting policies.
- Information relating to the merging of the Company, acquisition or disposal of important associated companies / subsidiaries, which may have impact, or change the business structure of the Company.
- Information on the acquisition or disposal of securities or investment projects with significant value.
- Information relating to the payment or no payment of dividends, or the change of the Company’s policy on dividend payment.
- Information on the Company’s important legal disputes.
- Information on the production or stoppage of production of the Company’s important products.
- Information on policy or business strategy of the Company.
- Information on the forecast relating to the conditions, business direction including forward-looking information of the Company, especially the information on its profit or loss.
- Other information relating to the Company, which is deemed to have impact on the securities’ price or influence on investment decisions.
2.2 Qualifications of individuals who have the right to disclose and communicate important information that has not yet been disclosed to the public:
- Be a person with knowledge, understanding of the business as well as the objectives, main goals and values of the Company.
- Be a person with skill, experience and ability to communicate well with the capital market.
2.3 Persons having the right to disclose and communicate important information that has not yet been disclosed to the public
The Company has designated the following persons and / or entities to have the right to provide answers to questions or to provide important information not yet disclosed to the public:
- Chief Executive Officer
- Executive Vice President
- Managing Director
- Deputy Managing Director
- Investor Relations Unit of the Company (if assigned by the Chief Executive Officer or the Managing Director)
2.4 Period for disclosure and communication of important information
The Company has strict policy and would be cautious not to publicize important or relevant information before the assigned date for disclosure of important information, especially during the period of two weeks prior to such assigned date.
The employees are not allowed to disclose important information that has not been publicized at any time unless assigned by the Chief Executive Officer or the Managing Director.
2.5 Procedures for responding to questions relating to the policy
Should there be any questions regarding the disclosure of information, consult the supervisor, Investor Relations Unit or the Company Secretary. Failure to abide by this disclosure policy shall be regarded as violating the Company’s ethics and business ethical conduct.
3. Actions in the event of rumors and measures to prevent complaints or negative publicity
- The Company also established a working group and a plan to handle with crisis possibly arising from disseminating news through social networks, which affects the Company's reputation and image. A step-by-step communication plan is provided to respond to the crisis quickly and effectively.
- The Company established the Supalai Contact Center (1720) to receive Customers' suggestions and feedback. Once the Company receives a complaint, it will go through an improvement process to solve problems for the reporters, in order to prevent and reduce the impact of image and reputation damage.
- According to the requirements of the ISO 9001:2015 standard, there is a revision of business value chain stakeholders' needs and expectations. The standard defines business practices to meet the needs and expectations of all groups of stakeholders. This will reduce the chance of conflict between the Company and stakeholders, which might lead to complaints or negative news.
- The Company also uses the Agile working principle to establish a team with employees from various fields to develop a work process to prevent the occurrence of complaints from stakeholders and a complaint response process to solve problems within a reasonable time. Including having a working group and a crisis response plan in case of negative news spreads on social media to determine appropriate solutions and respond in time.
4. Communication with investors and analysts
The Company established Investor Relations Department not only to communicate with the general investors, securities analysts, shareholders, being a center for disclosing important information, to the investors, but also to take care of the process of financial reports to equally reveal to the investors both in the country and overseas the results of the Company’s operation, the trend of the revenue and future project development on a regular basis with complete and true information. The dissemination of information has been made at appropriate time through various channels including the media, website, telephone calls, the Stock Exchange of Thailand and the Office of Securities and Exchange Commission, Thailand.