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Governance

The Company has established the Corporate Governance Policy to ensure the Company has an efficient operating system and is the basis of sustainable growth, with integrity and ethics in mind. With the Company’s partnership and partnership policy with its customers, partners, shareholders, investors and society to develop competitiveness in the business and grow with the Company.

Overall, Policy and Corporate Governance Guideline

The Board of Directors has reviewed and revised the policy in accordance with the good corporate governance principles for the listed companies in 2560 in accordance with the good corporate governance principles of the SEC. According to the definition of “Corporate Governance” of G20/OECD, the 8 categories are as follows

  1. 1. Establishing clear leadership roles and responsibilities of the Board of Directors as the leader of sustainable value creation organization
  2. 2. Defining the objectives and goals that promote sustainable value creation
  3. 3. Strengthening the Board of Directors’ effectiveness
  4. 4. Ensuring effective CEO and people management
  5. 5. Nurturing innovation and responsible business
  6. 6. Strengthening effective risk management and internal control
  7. 7. Ensuring disclosure and financial integrity
  8. 8. Ensuring engagement and communication with shareholders

These are the guidelines for the Board of Directors to apply to the corporate governance to ensure satisfying operating results in the long run, build shareholders’ trust and crate sustainable business value.

In 2022, the Corporate Governance, Nomination and Remuneration Committee proposed the Board of Directors to consider and review appropriate application of the CG Code Principles to the Company’s businesses in order to ensure maximum benefits.

All directors are present and perform all their duties as specified in the Charter of the cards and report the results of the meeting to the Board of Directors. The details of the following functions are as follows:

  1. To consider the charter review of the Corporate Governance Committee
  2. To review the corporate governance policy
  3. To review the sustainability management policy at the enterprise level
  4. To review the anti-corruption policy
  5. To ensure that the organization operates with transparency and disclose the information completely and accurately. And the Board of Directors reviewed the suitability of the CG Code implementation at least once a year and may be deployed during the year continuously to ensure appropriateness and compliance with the Company’s business operations.

Significant Changes and Developments of Corporate Governance Policy, Practices and System in Previous Year

The Company’s Board of Directors has reviewed the Company good corporate governance practices annually, and also monitored the development of good corporate governance and good practices to analyse and apply to the Company’s business operations. Major developments in 2022 are as follows:

  • The Company received the Quality Assessment of the Annual General Meeting of Shareholders for 2022 (AGM), with a total of 100 points from the Thai Investor Relations Association.

  • The Company has received a rating on the 5-Star Excellence Award, which was held in the 2022 Thailand Corporate Governance Survey (CGR) for the second consecutive year from the Thai Institute of Directors (IOD) and the Stock Exchange of Thailand.

  • The company was selected to be in the list of sustainable stocks or Thailand Sustainability Investment (THSI) for the year 2022 from the Stock Exchange of Thailand. For the third year in a row This reflects the determination to develop business management to grow in accordance with sustainable development guidelines. Covering environmental, social and governance issues or ESG (Environmental, Social and Governance)

  • The 2022 Annual General Meeting of Shareholders was held in the case of the 2019 virus outbreak (COVID-19), pursuant to the government’s direction, in which the Company has provided distribution of electronic conferences and interested shareholders can attend the live broadcast.

  • Conduct the Company’s electronic committee meeting to ensure compliance with the Company’s Board of Directors meeting during the outbreak of the 2019 virus outbreak (COVID-19).

  • Review the implementation of good corporate governance principles for the 2560 listed companies in compliance with the Company’s business, and determine additional practices that the Company should take to make improvements to the Company’s circumstances.

  • The Board of Directors shall have an assessment of the performance of the Board of Directors.

  1. Compliance with Corporate Governance Principles under CG Code 2017

    In 2022, the Board of Directors has reviewed and applied the CG Code 2017 to the Company’s business to a large extent as deemed appropriate. Any issue which has yet been implemented is clarified in the Board’s resolution as follows:

Principle/Best Practices under CG Code Reason/Measure of the Company
1. The Board of Directors should comprise more than 50% of independent directors. The Board of Directors comprises less than 50% of independent directors. However, the Board of Directors determines that each independent director has knowledge and ability and is able to independently perform duties. This is appropriate for the organization scale.

In 2022, there was no corruption or immoral act and none of non-executives resigned due to the Company’s corporate governance. In addition, there was no incident concerning the Company’s negative reputation.

  1. Corporate Governance Structure

    Corporate Governance Structure of Interlink telecom Public Company Limited consists of the following committees:

    1. Board of Directors

    2. There are 4 sub-committees as follows:

      1. Audit Committee
      2. Risk Management Committee
      3. Nomination and Remuneration Committee
      4. Corporate Governance Committee

    3. Executive Committee