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BTS Group Holdings Public Company Limited 5.1 Corporate Governance Policy 135
Annual Report 2021/22
Equitable Treatment of Shareholders The Company sets out policies for the treatment of each stakeholder in
The Company shall treat each and every shareholder equally, whether they writing, as well as communicating such policies to all directors, executives
are minority shareholders, major shareholders or institutional investors. This and employees of the Group to acknowledge and adhere to in performing
includes providing the shareholders an opportunity to propose meeting agenda their duties in order to ensure that all stakeholders will receive equitable and
and/or nominating director candidates in advance, appointment of proxies to appropriate treatments to their needs and have sufficient communication and
protect the rights of shareholders who cannot attend the shareholders’ meeting complaint channels. Information on communication and complaint channels
in person, and access to information which is disclosed to the shareholders can be found in Section Code of Business Conduct in this report.
and the public equally through various forms or channels.
Moreover, BTS Group is committed to a firm stand against corruption and
The Company has a policy on the protection of inside information by prohibiting does not tolerate any forms of corruption, whether direct or indirect. BTS
the directors, executives and employees of the Group, as well as other relevant Group does not allow reprisals of any kind against the Company’s personnel
persons who are in charge of or have access to inside information, from using who refuse to condone corruption even if such refusal will cause the Group
to lose its business opportunity.
inside information for the benefit of trading the securities of the Company,
subsidiaries, and associated companies, and also forbid the disclosure of More information on the Policy and Guideline on Anti-Corruption can be
inside information to outsiders or non-relevant persons before disclosing the found in Section Anti-Corruption in this report, and Anti-Corruption Measures
same through the Stock Exchange of Thailand.
(consolidated version) at https://www.btsgroup.co.th/storage/download/cg/
policy/20200619-bts-anti-corrpution-2020-en.pdf.
In addition, the Company has guidelines for the prevention of conflict of interest,
and policies and guidelines on related party transactions and potential conflicts Disclosure and Transparency
of interest transactions as stipulated in the Corporate Governance Policy and
Code of Business Conduct. The Company places importance on the disclosure of information, both financial
and non-financial information, that is complete, adequate, reliable, and in a
More information on the policies and guidelines can be found in Section timely manner to ensure that the shareholders, investors and stakeholders of the
Prevention of Conflicts of Interest in this report, and the Corporate Governance Company receive the information equally. Such information must be prepared
Policy and Code of Business Conduct of the Company at https://www.btsgroup. in accordance with the requirements of the relevant laws and regulations, with
co.th/u/en/2021/corporate-governance-policy-and-code-of-business-conduct. accuracy and conveyed in simple and concise language.
The Investor Relations Department has been assigned with a main function on
Role of Stakeholders
communication, public relations, as well as disclosure of information relating
The Company pays close attention to the importance of the role and rights of to BTS Group’s businesses and performance. The Board of Directors therefore
all groups of stakeholders, and believes that maintaining good relationships sets out the Investor Relations Code of Conduct as guidance for BTS Group’s
with all groups of stakeholders is significant for the long-term development investor relations function to align with the ethics and the principles of good
and sustainable growth of the Group. corporate governance with emphasis on the disclosure of information and
strict compliance with the relevant laws and regulations, taking into account
the interests of the shareholders and stakeholders.