Page 161 - BTSGroup ONE REPORT 2021/22_EN

BTS Group Holdings Public Company Limited 5.3 Corporate Governance Performance Report 159
Annual Report 2021/22

5.3 CORPORATE GOVERNANCE PERFORMANCE REPORT

Highlights of the Board of Directors Performance the Group’s sustainable development and business growth in the long run.
BTS Group is committed to operate its businesses under the Principles of For more information on BTS Group vision, mission and strategy, see Section
the 2017 Corporate Governance Code for Listed Companies of the Securities 1.1 Our Ambition and Strategy, Section 1.2 3M at Glance, and Section 2.1
and Exchange Commission, the Principles of Good Corporate Governance BTS Group Overview in this report.
for Listed Companies 2012 of the Stock Exchange of Thailand, the Corporate
Governance Report of Thai Listed Companies by the Thai Institute of Directors In addition, our compliance with the principles of good corporate governance
(IOD) and the AGM Checklist of the Thai Investors Association. covers matters such as shareholders meeting, disclosure of information,
recruitment, development and assessment of the directors performance,
The Board of Directors defines the Company’s policy, vision, mission, values, meeting attendance, and remuneration, supervision of subsidiaries and
strategy and goals, as well as supervises the Company’s business operations in associated companies, monitoring of compliance with the corporate governance
compliance with the laws, the Company’s objectives and articles of association, policies and code of business conduct, as well as prevention of conflicts of
with mindful consideration of the good corporate governance, code of ethics interest and use of inside information, and anti-corruption. The highlights of
and business conduct. The Board of Directors also assesses the management our performance are as follows.
performance on a regular basis in order to ensure good operating results,
credibility among its shareholders, investors and all stakeholders, and long- Rights of Shareholders
term sustainable value creation of the Company. The Board of Directors recognises and places importance on the rights of
shareholders. Shareholders are encouraged to exercise their rights under the
The Board of Directors is determined to lead the Company to be recognised law and take part in key business decision making and are entitled to receive
at the international level as one of the leading organisations with businesses complete and adequate information.
across various industries, resilient management and competent personnel.
Shareholders’ meetings: The Company held an annual general meeting of
In 2021/22, the Board of Directors considered that the ‘3M Strategy’, which shareholders within 120 days from the end of the Company’s fiscal year.
is based on the Group’s new business model of MOVE MIX MATCH that The Company has set up a Company Secretary Office to ensure that the
leverages off its MOVE and MIX networks and provides a MATCH solution to shareholders’ meetings are held as required by law and in accordance with
its business partners with access to the Group’s customers and customised the principles of good corporate governance. In the shareholders’ meetings,
audience under the ‘sharing economy’ concept, and a vision to serve our the Company arranged for a legal advisor(s) to attend the meeting to provide
community with unique and sustainable solutions that greatly contribute legal advice and witness the vote count throughout the meeting, and gave the
to an improved way of life are still suitable for our business. The Board of minority shareholders an opportunity to nominate a representative to witness
Directors also believes that such business strategy will enhance and support the vote count. In the agenda where financial statements were considered