Fight against
Corruption
Fight against corruption
Challenges, Risks,
and Impacts



Target
Case of Non-Compliance and Fraud Incidents
Target 2024
0
case
Long-term Target 2030
0
case
Management Approach
and Performance
Thaioil Group acknowledges that corruption is the key obstacle to achieving the Company’s targets and hindering the development of the national economy and society. To address these concerns, the Company has established the “Anti-Fraud Policy” which outlines definitions, roles and responsibilities, guidelines, and measures. The policy has been communicated throughout the organization to ensure that the Company’s Board of Directors, management, and employees are aware and adhered to its principles. In addition, the Company conducts an annual review of the Anti-Fraud Policy to ensure that its alignment with changing situations.
Besides formulating its policies and guidelines, the Company places importance on implementing the Anti-Fraud Policy and its guidelines and measures in practical ways. The Company regularly monitors the performance and improves the plan as appropriate. Moreover, the Company proactively assesses corruption risks and designs an internal control system to prevent the corruption risks. Meanwhile, the Company actively promotes knowledge sharing and training related on corruption risks within both internal and external organizations. Furthermore, the Company proactively monitors and evaluates compliance with the related policies and guidelines to ensure the organizational effectiveness.


Management Approach
From above-mentioned commitments and targets, the Board of Directors has approved and implemented policies and Corporate Governance and Code of Conduct Manual across the organization. The Board has assigned the Corporate Governance and Sustainability Committee to oversee and promote the Company’s operations in alignment with its policies, the principles of good corporate governance, business ethics and code of conduct. Moreover, this committee is responsible for conducting regular annual review of the Company’s policies, principles, and practices of good corporate governance along with integrating Governance – Risk & Internal Control – Compliance (GRC) into its operations. The integration of GRC aims to embed GRC systems and culture into business processes, create a balance between control and risk management, and enhance the efficiency of corporate governance to ensure compliance with laws, regulations, and standards, both domestically and internationally.
Corporate Governance
To ensure that Thaioil Group manages its operation with fairness, honesty, transparency, and accountability in alignment with international benchmarking of principles of good corporate governance. The Company has established the corporate values as known as “POSITIVE” and followed by all employees across the organization, particularly I: Integrity, one of these values, representing honesty and a commitment to fairness and doing what is right. Additionally, Thaioil Group has adopted the national and international corporate governance practices to establish management structure and mechanisms under “REACT+E” principle. The Company encourages honesty at work to the Board of Directors, executives, and all employees to build awareness and enhance the compliance with code of conduct. As a result, the following corporate culture was formed:
Principle | Description |
---|---|
Responsibility | Responsibility to perform duties with adequate capability and efficiency |
Equitable Treatment | Fair and equal treatment for all stakeholders |
Accountability | Accountability in one’s own decision making and acts and the others under supervision, presenting the ability to inform, and explain decisions made |
Creation of Long-term Value | Vision to create corporate long-term values |
Transparency | Transparency in business operation that can be scrutinized and transparent disclosure of information for all relevant parties |
Ethics | Ethics and morality in business conduct |
According to the Company’s commitment to adhering to the principles of good corporate governance, the Board of Directors has approved the policies and practices, including Corporate Governance Policy, Anti-Fraud Policy, Corporate Governance and Code of Conduct Manual, aligning with corporate governance principles and assessment criteria, such as the Corporate Governance Code for listed companies 2017 (CG Code), and Corporate Governance Report (CGR) of Thai Listed Companies. In addition, the Company has disclosed policies and corporate governance practices on the Company’s website at https://www.thaioilgroup.com/en/corporate-governance/corporate-governance-policies/
Code of Conduct and Compliance with Relevant Laws and Regulations



Complaint and Whistle-blowing Procedure and Complaint Monitoring, Investigation, and Response
Thaioil Group has established the grievance measure and whistle-blowing procedure outlined in the CG Manual and published on the Company’s website. This measure enables all stakeholder groups to monitor, oversee, and ensure that the Board of Directors, executives, and employees comply with laws, regulations, corporate governance principles, and the business code of conduct, while refraining from any actions that might lead to corruption. Affected entities or those who are impacted by the Company’s operations, such as stakeholders, employees, related officers, or external individuals, can submit complaints through provided channels. The details of whistle-blowing procedure are disclosed in the Corporate Governance Manual published on the Company website at https://www.thaioilgroup.com/en/corporate-governance/corporate-governance-and-code-of-conduct-manual/
Thaioil Group also establishes appropriate and fair measures to protect complainants, whistleblowers, and individuals from retaliation, such as job reassignment, intimidation, interference in workplace, termination, or other unfair treatments. The Company is commits to maintaining confidentiality of all complaints and will not reveal any information to third parties unless it is required by law.
In 2024, the Corporate Governance and Sustainability Committee approved the enhancement of grievance management process for greater operational efficiency. In addition, Thaioil Group also establishes the proper and fair measures to protect complainants, whistleblowers, and individuals from retaliation, such as job reassignment, intimidation, interference in workplace, termination, or other unfair treatments. The Company commits to keep confidentiality of all complaints and will not reveal any information to 3rd parties unless it is required by law. Two complaints carried over from 2023 were resolved following thorough investigations under the Company’s grievance management process. One case revealed no wrongdoing, while the other case involved a violation of business ethics and deemed a disciplinary offense under the Company’s policies and personnel regulations. Appropriate disciplinary action was taken fairly and in compliance with labor laws, and the outcome was informed to the complainant.
Furthermore
Type of Complaint | Number of Cases Investigated | Breach / Non-compliance cases |
---|---|---|
Corruption and bribery | 0 | 0 |
Discrimination | 0 | 0 |
Confidentiality of information and Use of Inside Information | 0 | 0 |
Customer Privacy Data | 0 | 0 |
Conflicts of interest | 0 | 0 |
Anti-trust / Anti-competitive practices | 1 | 0 |
Money-laundering | 0 | 0 |
Quality, Security, Safety, Occupational Health and Environment | 0 | 0 |
Non-compliance with the Company’s regulations | 0 | 0 |
Other issues of Code of conduct | 1 | 0 |
Conflict of Interest Prevention




Corporate Compliance Verification Systems


Fight Against Corruption


Ethical Supply Chain
Corruption Risks Assessment
Besides, Thaioil Group has also assessed corporate governance and corruption risks. The Company has constantly reviewed the risk management plans related to corruption. The Company has determined the risks and prevention measures for four activities marked in the Corruption Risk Profile – namely, registering lease agreement with government agencies, supporting government agency activities, tax fraud, and procurement processes.



The collaboration with other partners to conduct corporate governance and fight against corruption
Capability development on ethical standards


Highlighted Projects

Created short drama series titled “GRC The Series” consisting of four episodes. Each episode focuses on different aspects of GRC to raise awareness and promote working culture in compliance with GRC through various internal platforms, such as Thaioil Academy System, CEO Townhall events in Q2 and Q3, etc.

Organized various activities to enhance legal knowledge and promote transparent, fair, and no-corruption workplace throughout 2024, such as training on sanctions and anti-money laundering, training on international trade terms (Incoterms®), training on working culture in compliance with GRC, training sessions on key topics, including No Gift Policy, Conflict of Interest, Whistleblowing processes, Procurement procedures, Policies and regulations on human resources, workplace, and human rights, etc. Additionally, the Company has communicated CG Do & Don’t and provided examples of appropriate and inappropriate behaviors for each issue in business code of conduct.

Organized the GRC in Action activities to raise awareness among employees and external stakeholders by setting up informational booths and hosting quiz games at key events held by Thaioil Group, such as CEO Townhall events in Q2-Q4, Thaioil Innovation and Learning Day 2024, and Thaioil Group Supplier Seminar 2024, etc.

Communicated the No Gift Policy to all employees through internal communication channels in various forms, such as video clips and E-newsletters. The “Request letter to prevent giving gifts to executives and employees of Thaioil Group” was sent to the suppliers, customers, financial institutions, and other business partners to avoid and prevent any cause that may lead to actions that violate Anti-Fraud Policy.

Communicated the principles of good corporate governance, business ethics, and anti-corruption through internal communication channels throughout the year, such as the GRC Corner column in the Akanee magazine (internal magazine) and the GRC Newsletter, with a total of 10 times.

Conducted the 2024 GRC Culture Survey to assess the organizational culture in terms of integration of good corporate governance, risk management, internal control, and the compliance with laws, regulations, and requirements (GRC). The survey results will be analysed to formulate plans for promoting the culture within the organization and enhancing the effectiveness of corporate governance in the future.

Collaborated with PTT Group to organize the PTT Group CG Day 2024 under the theme “CG CITIZEN SUSTAINABILITY CONNECT: Open ● Connect ● Transparent”. The event was held in a hybrid meeting to promote and disseminate the good corporate governance practices of the PTT Group, enhance corporate governance standards, and demonstrate a commitment to operate businesses under good corporate governance principles. The event attendees included the Board of Directors, executives, employees, representatives of business partner. Also, the guests from regulatory bodies, such as representatives from the National Anti-Corruption Commission (NACC), were invited. Over 400 individuals attended the event, including suppliers, customers, and employees, with live streaming available on the event’s website.
In 2024
Performance
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