Principle
GC Maintenance and Engineering Company Limited (the “Company”) prioritizes business operations that are fair, transparent, and accountable. Consequently, the Company places great importance on the consideration of transactions that may involve conflicts of interest, connected transactions, or inter-company transactions. Decisions must be made based on the best interests of the Company, free from personal needs or influence from associates. Company personnel (Board of Directors, Executives, and Employees) must regularly monitor whether they have any personal interests or conflicts of interest in their performance of duties or not. Upon discovering such a conflict, the individual must refrain from that specific task and allow others to take responsibility instead. This is to eliminate allegations of overlapping interests, misuse of power for personal gain, or causing damage to the Company. Accordingly, the Company has established guidelines, prohibitions, and considerations to ensure that personnel at all levels understand and comply with the Conflict of Interest Policy.
Definition
Conflict of Interest refers to any action where an individual’s personal interests conflict with the Company’s interests. This includes dealings with the Company’s business associates, exploiting opportunities or information gained through their role for personal gain, engaging in businesses that compete with the Company, or undertaking outside work that impacts their official duties.
Guidelines
- Company personnel are prohibited from using their influence or authority to conduct transactions between the Company and themselves or any of their family members, other than the benefits they are entitled to receive, unless the interest has been disclosed and specific permission or approval in principle has been granted.
- Company personnel or their family members may engage in transactions with general commercial terms, without the exercise of influence by the Company personnel, and under such commercial terms as a reasonable person would enter with an ordinary business partner of the Company.
- In any meeting considering an agenda item in which a participant has a conflict of interest, the personnel with such interest must temporarily leave the meeting and refrain from receiving related meeting documents, so that other participants have the opportunity to consider, analyze, and discuss the matter free from the influence of that interested person.
- All Company personnel must prepare a report of any suspected transactions where they or their family members may have a conflict of interest with the Company’s interests, every time such a suspicion arises, using the prescribed form. This must be reported to their immediate supervisor and through the chain of command and then submitted to the Corporate Strategy and Corporate Affairs Department.
- Accepting work from affiliates is permissible upon receiving approval from the supervisor, the management, and the board of directors, as the case may be. Company personnel must not accept outside work that competes with the business operations or creates a conflict of interest with the Company, whether it is temporary or permanent performance, unless specific permission is granted by the supervisor.
- The recruitment of new personnel who are related to Company personnel must be conducted transparently and fairly toward other candidates with equivalent qualifications. Company personnel must not interfere or use their influence to assist in the hiring of their relatives.
- All Company personnel must prepare a Conflict of Interest report and submit the reporting form to the Corporate Strategy and Corporate Affairs Department on an annual basis, at least once a year.
- Monitoring and auditing shall be provided to ensure strict compliance with the established Conflict of Interest Policy.
Announced on December 21 , 2022
(Mrs. Wilawan Songjaroen)
Managing Director