Governance and Economic
Average Original Section
Average Extension Section
Average Total
as of 2023
| ตัวชี้วัด | Goal | Performance results | ||
|---|---|---|---|---|
| 2023 | 2027 | 2022 | 2023 | |
| Number of significant corporate governance complaints. | 0 | 0 | 0 | 0 |
| Number of significant business ethics violations. | 0 | 0 | 0 | 0 |
Annual General Meeting Assessment
Commitment to anti-corruption
Certified Member of Thai Private Sector Collective Action Against Corruption (CAC)
Corporate Governance
The company recognizes the importance of adhering to the principles of Good Corporate Governance and believes that robust governance processes are crucial for enhancing the efficiency and effectiveness of its business operations. These practices help achieve the company's goals and missions, providing a foundation for sustainable growth through ethical operations, environmental stewardship, and social responsibility. Compliance with relevant laws is also a priority. Building credibility and trust among various stakeholders is essential, and the company has established corporate governance policies aligned with its vision and mission, which are reviewed annually.
Corporate Governance PoliciesAnti-Corruption
The Company places a strong emphasis on anti-corruption and is committed to supporting and encouraging its personnel at all levels to be aware of and combat corruption in all forms. We are dedicated to conducting business with ethics, transparency, and accountability. The Company has established a written “Anti-Corruption Policy” as a clear guideline for business operations and sustainable development. In 2023, the Board of Directors reviewed and amended the anti-corruption policy and measures, assessed corruption-related risks, and conducted a self-evaluation to enhance the anti-corruption system. This is part of our effort to achieve certification from the Thai Private Sector Anti-Corruption Coalition and ensure compliance with relevant laws and regulations. The anti-corruption policy is communicated to all employees, who are required to acknowledge and strictly adhere to it. In-house training on anti-corruption measures and guidelines is provided to executives and employees at all levels. Additionally, the policy is disseminated to suppliers, partners, and stakeholder groups for their acknowledgment.
Corporate Governance Policies
Enterprise Risk Management
The Company has established a comprehensive risk management system covering all relevant risk factors that could prevent the Company from achieving its objectives. This system assesses the likelihood and potential impact of such risks, and includes measures for prevention, correction, and clearly defined responsibilities. It also includes protocols for reporting, monitoring, and evaluating results to build confidence among all stakeholders in the Company’s ability to operate effectively in today’s rapidly changing environment.
Executives and employees at all levels are involved in adhering to the standardized risk management system and fostering an organizational culture of risk awareness. The Risk Management Committee is responsible for setting policies and frameworks for risk management, as well as monitoring and evaluating risk management outcomes. A dedicated team manages risk, oversees operations in each department, and provides information and support as assigned by the Risk Management Committee. This team also promotes risk management knowledge among personnel and encourages its effective implementation.
Additionally, the Risk Management Committee prepares risk management manuals and plans, which are presented to the Board of Directors for approval. These documents serve as guidelines for various departments. The risk management system is reviewed or assessed for effectiveness at least once a year and whenever there is a significant change in risk levels.
Business Ethics
The company values honesty, dedication to service, and social and environmental responsibility. It is committed to managing operations in accordance with good corporate governance principles and carries out its work with transparency, integrity, and accountability to shareholders and various stakeholders.
Business Ethics
Anti-Corruption Policy
The company adheres to conducting its business with utmost honesty, integrity, transparency, fairness, and in accordance with good corporate governance principles. It does not tolerate any form of misconduct or corruption, whether direct or indirect.
Supplier Code of Conduct
Supply Chain Management Strategy
The Company is committed to sustainable business growth by adhering to principles of transparency, honesty, fairness, accountability, legality, relevant regulations, and international guidelines under good corporate governance. Emphasis is placed on managing business partners throughout the supply chain, promoting social, community, and environmental responsibility in line with sustainable development guidelines (ESG). The Company is dedicated to developing the capabilities of its business partners, who play a crucial role in business operations and the supply chain, to ensure mutual growth and a broad societal impact. The Company has established and published the Supplier Code of Conduct (SCOC) to guide business partners in collaborating effectively with the Company. This includes :
- Business Ethics
- Human Rights and Labor
- Safety and Occupational Health
- Environmental and Community Management
Including the assessment of economic risks arising from the Company’s business partners and corresponding mitigation strategies.
Supplier Management
The Company divides suppliers into 4 groups below:
- Critical Tier 1 Supplier
- Critical Non Tier 1 Supplier
- Significant Tier 1 Supplier
- Significant Non Tier
This enables the company to analyze and formulate operational strategies and effectively assess the risks associated with business partners.
Company vendor/ contractor risk management process
Criteria for analysis
- Suppliers with a high purchasing value of products or services that are crucial and irreplaceable to business operations, possessing specific expertise in advanced engineering.
- Suppliers who cooperate in developing and acquiring equipment for various systems that are crucial to the Company’s business processes.
The company evaluates economic, social, and environmental risks of its suppliers.
Environmental issues
- Compliance with laws and regulations
- Greenhouse gas emissions reduction
- Noise and vibration pollution control
- Water usage and waste water management
- Energy consumption reduction
- Use of environmentally certified raw materials or equipment, adhering to environmental standards such as ISO 14001
Social issues
- Adherence to legal and human rights principles
- Fair labor practices
- Safety and legal compliance
Governance or economic governance issues
- Anti-corruption practices
- Product and service quality
- Fair competition and intellectual property
- Financial stability
- Business conducted in accordance with supplier code of conduct or adhering to relevant control systems and standards like ISO
Supplier sourcing and selection process
Current Approved Vender List
The Company requires an evaluation of all purchasing partners each time, using the Supplier Evaluation Form, which is divided into 6 categories.
- Quality
- Service
- Environmental Aspect
- Delivery Timeliness of Products and Services
- Satisfaction, Responsiveness, Completeness of Documentation
- Occupational Health and Safety
| A | Excellent (81 points and above) |
|---|---|
| B | Good (70-80 points) |
| C | Fair (60-69 points) |
| D | Low (below 60 points), needs improvement |
In the case where the evaluation result is at the "D" (Low) level, indicating that improvement is needed: The company will issue a warning letter specifying the instance of the warning. If the supplier receives two warning letters and the evaluation result remains at the "needs improvement" level, the supplier will be considered to have failed the evaluation. The company will then notify the supplier of their removal from the list of approved suppliers.
New Vender
In the process of selecting new suppliers, the company uses a New Supplier Evaluation Form to screen and identify suitable partners. This evaluation covers sustainability aspects, including governance and economic factors such as product quality, on-time delivery, operational experience, and product warranties. The company also assesses environmental dimensions, such as compliance with laws and the implementation of measures to reduce environmental impacts. Social dimensions, including labor practices, human rights, safety, and legal compliance, are also considered in the evaluation. The company communicates its Supplier Code of Conduct to all suppliers as operational guidelines, and suppliers are required to acknowledge receipt and respond through the procurement department's designated channels.
Suppliers Evaluating and Monitoring
The company conducts supplier evaluations based on selection criteria and ethical standards, including annual risk assessments that address quality and on-time delivery issues. The procurement department is responsible for conducting on-site ESG audits, which involve reviewing relevant documentation and performing on-site inspections to assess suppliers' adherence to the Supplier Code of Conduct and business ethics standards. Various methods are employed, such as supplier self-assessments and on-site visits, to evaluate operational practices.
Promoting and supporting the sustainable development of suppliers.
The company is committed to developing and enhancing the capabilities of its suppliers through the following collaboration and development guidelines:
- Establish Business Planning: Collaborate with partners to test and develop new innovations or projects that enhance the sustainability of both the Company and its partners.
- Supplier Sustainability Self-Assessment: Review operating results according to the Company’s regulations through self-assessment.
- Build Long-Term Relationships: Foster long-term engagement by exchanging knowledge, such as jointly developing environmentally friendly products and organizing meetings to discuss and exchange opinions with business partners.
- Cooperation on Product Samples and Compliance: Ensure that partners provide product samples, quotations, and other relevant information, including compliance with the Supplier Code of Conduct, which covers business, social, and environmental ethics, delivery times, and payment terms.
Furthermore, the company actively coordinates with suppliers and stakeholders to explore practical and continuous operational strategies aimed at maximizing benefits. This includes collaborative development efforts where information and knowledge sharing lead to enhanced products, services, or new offerings that improve efficiency and effectiveness. Initiatives with partners include CRM loyalty platforms, comprehensive cash management system design and development, and advancing digital cash collection innovations to elevate operational standards.
No Gift Policy
The company has announced no acceptance. or give a gift or other assets or benefits (No Gift Policy) during the New Year festival and on any other occasion via the website www.tollway.co.th annually
Tax Policy
The company is committed to conducting business with transparency, following the principles of good corporate governance, and being aware of its duties and responsibilities regarding tax operations. Therefore, the company has established a tax policy as a framework for its operations, aiming to preserve the benefits of all stakeholders while creating maximum value in accordance with efficient, transparent, and ethical corporate governance practices.
Tax Policy
Cyber and Information Security and Personal Data Privacy
The Company aims to enhance its security management system to align with its cyber and information security policy and personal data protection policy.
The Company utilizes information technology at every stage of its operations—ranging from resource planning, services, and quality control to financial system management, customer communication, and hybrid workplace setups. This reliance on IT requires connecting to more external networks, which increases the Company’s vulnerability to information technology security threats. Additionally, the rise in cyberattacks poses risks such as data breaches, information loss, and system disruptions, which can negatively impact the Company’s operations and reputation.
Innovation Management
The company recognizes the importance of fostering new innovations that not only generate revenue and enhance competitiveness but also create positive impacts on stakeholders, society, and the environment. The company has established policies and guidelines for innovation development to promote awareness and emphasize the significance of fostering innovation within the organization. This approach aims to adapt to technological advancements, legal regulations, and consumer behaviors while driving business growth by promoting, supporting, and encouraging creativity and innovation in operational processes, all under efficient cost management principles. The goal is to improve operational efficiency, elevate service standards both internally and externally, and meet the needs and expectations of stakeholders in line with the company's vision, mission, and defined goals.
Policy and Guidelines for Innovation Development
