Page 139 - Thailand Post Annual Report 2024
P. 139
Part 1
Overview of the Organization
Part 2
Business Trends
Part 3
Business Model
Part 4
Strategies and Resource Allocation
Part 5
Risk
Part 6
Corporate Governance
Part 7
Operating Results
Part 8
Other Information
Related Party Transaction Policy
THP determined the policy and guidelines on related party transactions for Directors, Chief Executive Officer and executives including Chief Officers of lines of work, Senior Executive Vice Presidents and Vice Presidents to disclose information on holding shares in limited companies or public limited companies and having a partner in any partnership. This includes holding the position of director, top executive, or advisor to the board/ top executive of his/ her own legal entity or any related person (spouse, parents, children and adopted children, spouses of children and spouses of adopted children, siblings of the same parents, siblings of the same father or mother) as a person related to THP. Information for considering related party transactions is composed of five features as follows :
1) A transaction between by THP and related persons to THP;
2) A transaction between THP and a legal entity with related persons to THP holding more than 10 percent of the number of shares sold in that legal entity;
3) A transaction between THP and a legal entity with directors or executives holding shares together with their connected persons more than 10 percent of the number of shares sold in that legal entity;
4) A transaction between THP and a legal entity with connected persons of directors or executive, holding shares totaling more than 10 percent of the number of shares sold in that legal entity;
5) A transaction between THP and a legal entity with related person to THP, being a director, top executive, or consultant of the board of directors/ top executive of that legal entity.
When any department within THP is required to enter into a contract or reach a business agreement that could be considered a related party transaction, the responsible officers must disclose the information on the occurrence of such related party transaction to the approving authority before making a decision to enter into such contract or reach such business agreement.
Related party transactions with a value exceeding 1,000,000 baht (one million baht only) will be disclosed in the annual report to ensure transparency in THP’s business operations. In 2024, no related party transactions were reported.
Policies and Guidelines on Preventing the Use of Inside Information
THP Board of Directors has established the policy and guidelines on preventing the use of inside information. THP’s directors, executives and officers are required to give importance to the preservation of inside information, which refers to information that has not yet been disclosed to the public or general outsiders. The essence is about the financial status, business operations, or investments of THP, as follows :
1. Roles, Responsibilities, and Duties of the THP Board of Directors, Executives, and Officers
1.1 TheBoardofDirectorsandthesubcommittees
appointed by the Board of Directors are responsible for defining policies and practices on preventing the use of inside information. They also support and supervise the management to strictly comply with these policies and practices.
1.2 THP executives are responsible for encouraging the officers to implement the policies and practices, and also overseeing the officers to refrain from perform any action that violates or conflicts with these policies and practices.
1.3 Officersareresponsibleforadheringtoand refrain from perform any action that violates or conflicts with these policies and practices.
2. Guidelines for Preventing the Use of Inside Information
2.1 Do not use inside information to seek personal benefit or the benefit of others, or perform any action that may cause a conflict of interest between personal interests and THP’s interests, whether directly or indirectly.
2.2 Incaseitisnecessarytouseinsideinformation for business that is beneficial to THP, permission must be obtained from the Chairman of the Board of Directors or the Chief Executive Officer, depending on the case.
2.3 There are monitoring, evaluation and summary of performance results, including review of policies and practices. The results will be annually reported to Corporate Governance, Risk Management, and Sustainability Development Subcommittee.
In 2024, THP communicated its policies and practices for preventing the use of inside information through various internal channels to ensure that all involved parties were informed and put into practice completely, effectively and in accordance with relevant laws and regulations. No violations or breaches of these policies and practices were reported.
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