TIPCO FOODS PUBLIC COMPANY LIMITED PAGE 060/ 061 retained and made available for future examination and reference. The Company announced the resolutions of the shareholders’ meeting via the Stock Exchange of Thailand’s information dissemination channel on the day following the meeting date, along with clearly indicated number of approval votes, disapproval votes and abstention votes on each agenda item, thereby expediting absentee shareholders’ access to information regarding the meet-ing’s resolutions. With respect to profit allocation, the Company’s transparent shareholding structure and the absence of cross-shareholding, provide a built-in mecha-nism to ensure that shareholders receive a fair share of profit earnings. Joint shareholding of the Company and its affiliates (TIPCO Asphalt PCL.) resulted from 24.21percent investment in ordinary shares. Related party transactions were proposed to the Audit Committee for consideration, and to the Board of Directors for approval, without voting by directors who had conflicting in-terest in this transaction. The Audit Committee has the authority and duty to oversee investment transactions, safeguard against conflict of interests, and establish procedures to prevent misuse of internal information for personal gain. Since 2004, the company’s directors and executives have been under obligation to report changes in their shareholdings to the Secretary to the Board of Directors instead of individual reporting. Directors and executives are also required to disclose the number of Company shares which they cur-rently own at every Board of Directors meeting. Roles of Stakeholders Fully aware of the importance of the rights of both internal and external stake-holders, the Company has established a “Code of Business Ethics” which covers anti-corruption, responsible political involvement, equal and fair treatment of all stakeholders, social and environmental responsibilities, compliance with labor laws, and respect for employee rights. Code of prac-tice for 3 key parties that are involved in the Company’s operations and have a stakeholding in the company has also been established. The 3 key parties consist of the Management Team (directors, senior executives, managers and supervisors), Employees and Major Shareholders. In particular, the code of practice for the Management Team indicates that business practices re-late to 7 groups of stakeholders, namely shareholders, employees, custom-ers/ consumers, trading partners and/or creditors, competitors, environment, community role and development. The Code of Business Ethics and Code of Practice, which reflects the philosophy of Quality and Integrity, focuses on the system of good corporate governance that is designed to prevent ma-jor shareholders from interfering in the business decisions undertaken honest and professional executives. In addition, realizing its role as a member of the community, TIPCO has adopted the CSR policy to implement CSR principles by undertaking activities that support this objective. Employees have been assigned duties and responsibilities to support CSR activities and policy (Re-fer to the CSR policy on TIPCO website.) Example of the company’s CSR activities include assistance and support in the form of scholarship for stu-dents, educational resources or facility improvement extended to schools located near TIPCO factories or other appropriate locations; financial support or donations of goods & services to government agencies, schools, temples or other entities; and cooperation with the community in maintaining good en-vironmental standards of TIPCO factories to prevent adverse environmental effects on the community, etc.
EN_Tipco_Annual Report 2014
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