212 O N E R E P O R T 2 0 2 2 OVERVIEW BUSINESS OVERVIEW AND PERFORMANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION SUSTAINABLE BUSINESS DEVELOPMENT to the Company completely and accurately and in timely manner in order that the Company’s Board of Directors acknowledge it and can give the opinion or suggestion in time. Monitoring the Compliance of Policies and Practices of Corporate Governance Asia Aviation has placed importance on good corporate governance by setting up policies and practices concerned in the Company’s Policy of Corporate Governance and Code of Conduct as well as developing and promoting the actual practice to create sustainable value and ensuring confidence to every group of stakeholders. In the past years, the Company has determined to review such policies for updating and corresponding to the environment of corporate governance of the Company and its subsidiaries and to follow up implementation in compliance with good corporate governance covering the issues on 1) Occupational safety, occupational health and working environment 2) Non-Discrimination and Human Rights 3) Security of data and information systems 4) Protection of personal Information and the follow-up result indicated that the Company had completely followed the guidelines in line with each issue. Additionally, the Company followed up to ensure the implement of good corporate governance in 4 more issues as follows: Prevention of Conflict of Interest The Company and its subsidiary set up policies for the Board of Directors, Management and employees to perform duties for the utmost benefits of the Company in case that any person is the stakeholder or concerned with the list of consideration, such person shall notify People Department which is responsible for such issue to acknowledge it and shall not participate in the consideration including having no power to approve that business transaction while in the past year round the results of following up the compliance with the policies of Prevention of Conflict of Interest are as follows: 1. There was none of any Director holding the position as the Director or Executive member of the same business or any business related with the Company or subsidiary which may cause conflict of interest. 2. In the year 2022, there was no report of interest from employees who operated business operation related to the Company and its subsidiary. In the year 2022, the Company did not find any actions that violated conflict of interest policy by Directors, Management and employees of the Company and its subsidiary. The Use of Inside Information The Company and its subsidiary have taken care of using the inside information to comply with the law and Principles of Good Corporate Governance by specifying in writing in the Code of Conduct which will be conferred to the Directors, the Management and the employees as well as signing for acknowledgement and abiding by it to perform their duties. While the Directors, the Management and the employees who have an access of the essential inside information affecting the change in the price of securities should avoid trading the securities of Asia Aviation (AAV) in one month period before the financial report or the inside information was disclosed to public and during 24 hours after the said inside information was accessible to the public. The persons concerning the inside information shall not reveal such information to the others until that information was notified to the Stock Exchange of Thailand. In addition, Directors, Management and employees of Asia Aviation and its subsidiary shall not use any inside information they receive from their positions, that can affect price of stocks and has not been disclosed to the public, for trading, or offering to buy or sell, or persuade others to buy or sell, or to trade other stocks or securities (if any) of Asia Aviation directly or indirectly, which may cause any damage to Asia Aviation directly or indirectly, for their own interests or for others, nor shall they disclose the said information to others for compensations or nothing. Disciplinary punishment shall be imposed on the offender, as prescribed in the staff regulations of Asia Aviation and its subsidiary. Punishment, appropriately determined on a case to case basis, includes verbal warning, written warning, probation, or dismissal. In the year 2022, there was no report and violation of using the inside information to seek benefits by the Directors, Management and employees of the Company and its subsidiary. Anti-Corruption Policy The Company and its subsidiary set up policies and procedures for Anti-Corruption whereas the Board of Directors assigned the Audit Committee to supervise the internal control system and the Management whose duty is to build awareness and communicate with every employee to perform their duty in good faith. In the past year, the execution for Anti-Corruption and the action after detecting the corruption was summarised as follows: The Execution for Anti-Corruption The Action when the Corruption was found 1. Every employee shall be trained and tested on the knowledge and understanding of the policies on Anti-Bribery and Anti-Corruption. In 2022, Thai AirAsia has inspected and did not find any corruption in organisations. 2. Sending email to communicate with the employees to know the risk which may cause corruption as well as preventive measures to protect it such as receiving no gifts on festivals, guidelines to use the ticket benefit for employees.
RkJQdWJsaXNoZXIy ODEyMzQ3