Page 188 - BTSGroup ONE REPORT 2021/22_EN

186 l Introduction l Nature of Business l Organisation and Shareholding Structure l Business Review l Corporate Governance l Financial Statements l Other Information l

impact both the business units and the Group levels, covering strategic risks, or its subsidiaries and the persons who may have a conflict of interest shall be
operational risks, financial risks and compliance risks, as well as assessment in compliance with the relevant rules and regulations and must be made on
on environmental, social and governance issues and emerging risks. The reasonable terms or general commercial conditions or in line with the market
Risk Management Committee reviews and closely monitors the risks of the price. In addition, the transactions shall be transacted at arm’s length basis
business units to ensure that BTS Group is proactive in risk management in and the related party transactions shall be presented to the Audit Committee
order to mitigate the potential impacts on the Group’s business operations. for review on a quarterly basis. Further information on measures or procedures
for approving related party transactions of the Company, policy and outlook for
The Audit Committee considers, reviews and evaluates the risk assessment related party transactions and policies relating to potential conflict of interest
process of the Company on a quarterly basis and has provided suggestions, transactions can be found in Section Related Party Transactions in this report.
guidance and supporting governance process to the Board of Directors and
the Risk Management Committee in order to ensure that the risk assessment Information & Communication
process and controls of the Company are effective. The Company organises its information system to cover the Company’s

performance at the organisational level, the financial reporting level, the
Control Activities business unit level, and the policy and regulation implementation level. This
The Company has put in place written risk control measures, e.g. the scope is to ensure that the Company has effective communication and provides the
of authority and threshold of approval in each level of management, policies Board of Directors, executives, employees, shareholders, investors and all
and procedures on the approval of financial, procurement, and management stakeholders with correct, accurate, and complete information. Furthermore,
transactions. The Company also implements the procurement management the Company also provides channels for employees and outsiders to report
information system (ProMis) to control transactions relating to finance, any complaint to the Board of Directors, the Audit Committee or the relevant
procurement, and management, such as budget, purchase requisition (PR), and business units. Further information on whistleblowing and complaint channels
purchase order (PO). The role of the person who prepares the information and can be found in Section 5.1 Corporate Governance Policy in this report.
the person who approves the transaction will be separated and the authority
of the approvers will be as delegated by ranking in the Chart of Delegation of Monitoring Activities
Authority. This is to ensure effective cross-checking and monitoring. In addition, The Company reviews and improves the internal control system to correspond
each department has prepared its own operational manuals and work instructions with the change of internal and external factors constantly. To achieve this, the
that are tailored to their job descriptions, duties, and responsibilities. Company monitors and evaluates the internal control system regularly in order
to consider whether the performance results are in line with the determined
The Company does not have a policy to do business with its directors, business plan, budget, and business goal of the Company. Operational
executives, major shareholders or any related persons thereof, except where guidelines are also discussed and proposed so that the Company can make
there is a necessary cause or it will support the Company’s business, and it will rectifications in a timely manner. If any significant error in the internal control
be in the best interest of the Company and its shareholders in general. If there system is found, the relevant person must immediately report the same to the
is such a transaction, the Company has established strict and clear measures Board of Directors and/or the Audit Committee to explain the cause, propose
governing the transactions with the directors, executives, major shareholders or a solution, monitor the rectification, and report to the Board of Directors and/or
their related persons which require that the transactions between the Company the Audit Committee within the given period. In addition, the Company assigns