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Anti-Corruption Policy

 

At MBK Public Company Limited, we understand that corruption is detrimental and is an obstacle to the nation’s social and economic development. It is wrongful and it creates unfair advantage in business practices. Corruption negatively affects both business ethics and competitiveness. The organization will lose credibility, as such act is unacceptable domestically and internationally by stakeholders, shareholders, investors, and other related personnel. Corruption is an unlawful act. Our company, therefore, stands firm in not withstanding practices or people who participate in directly and indirectly seeking such personal benefits from their roles and responsibilities.

1. Objective

This anti-corruption policy is a guideline for directors, executives, and employees at all level to understand and comply with, while assuming their responsibilities with honesty and without corruption or personal benefits. This is a crucial element of maintaining the company’s reputation and supporting all business operations.

2. Definitions

“Company”:
MBK Public Company Limited and its subsidiaries.

“Corruption”:
an abuse of power that involves obtaining unlawful benefits for oneself or others, including embezzling, cheating, requesting or obtaining, introducing, promising, or sponsoring with any form of monetary or other benefits, both directly and indirectly, to any person, public organization, or private organization. It also includes any act or purposeful negligence in ones’ responsibilities that may affect decision making process, which, in turn, will lead to inappropriate and unlawful benefits, as well as any non-compliance to the company’s rules and policies.

“Political support”:
any monetary or other provisions, in the name of the company, to support political activities. Monetary support may include lending to political parties. In-kind supports include provision of products or services, advertisement to promote or support politics, purchase of tickets to fundraising activities, and donation to organizations that have close ties with any political parties. Any lawful activities to support democracy may be exempted.

“Bribes”:
Anything of value or benefit that is given to a person or a group of person in attempts to influence one to act or neglect certain responsibilities in one’s roles, despite its lawfulness, for personal or company’s or any subsidiaries’ gains.

“Gifts”:
Valuable items, including products and services that are given or received directly or purchased at special price. This includes payments of any services received, for instance, travel and accommodation.

“Charitable Donation”:
Activities related to altruistic expenditure that has no tangible returns, except for ordinary announcement, such as corporate logo and company’s listing at the premise or public relations, as following the objectives of the said corporate social responsibility operations.

“Public donation”:
The monetary expenditure on the project or activity that benefits community, society, or groups, where the company may not receive tangible returns.

“Sponsorship”:
Any monetary expenditure on business, brand or reputation.

“Employee”:
Permanent employees, probationary employees, temporary employees, contractual employees, whom the company agrees to hire with compensation.

“Business representative”:
Corporation or ordinary persons that are not employees of the companies under the MBK Group but are employed or agreed to pursue transactions or make contact with others in the name of the companies under the MBK Group.

“Partners”:
The persons that transacted with the company to support or promote businesses of the company.

“Government organization”:

  • Ministries, departments or government agencies (e.g. The Revenue Department, Department of Land, local government, etc.)
  • Political parties, politicians or electoral candidates, elected officials (both governing and opposing parties), local politicians
  • Regulatory organizations (e.g. Securities and Exchange Commission Thailand (SEC), The Stock Exchange of Thailand (SET), etc.)
  • State enterprises, companies that the government is the major shareholder, or other companies that the government or government agency own or control

3. Roles and responsibilities

To enforce the company’s anti-corruption policy and to provide guidelines, related parties have the following roles and responsibilities:

Directors

  • Set and approve the anti-corruption policy
  • Approve and revise the guidelines for the anti-corruption policy
  • Regulate and foresee the system that supports effective anti-corruption behaviors

Audit committee

  • Oversee that the company has sufficient internal control
  • Oversee that the anti-corruption policy is effectively followed

President and CEO

  • Promote, support, and oversee that all employees and related parties follow the anti-corruption policy, measures, and other related rules, as well as to communicate such policies to employees and related persons.
  • Oversee and revise the appropriateness of the internal system and measures that aligns with the changes of the business, regulations, and laws.

Vice President Department

  • Oversee and regulate the anti-corruption policy enforcement at all level. Managers must be able to identify risks, examine and manage such that any issue can be resolved in the appropriate and timely manner.
  • Support the development of internal processes, including the human resources, to effectively enforce the anti-corruption policy.

Employees

  • Understand and comply with the anti-corruption policy, including any other policies (if any), and participate in the trainings specified by the company.
  • Report immediately when see or suspect that corruption occurs. Participate fully in the investigation of such suspicion.
  • Employees must not be involved in any activity, both directly and indirectly, that may be deemed as corruption. Everyone must follow the company’s measures and instructions, especially employees who are involved in the main processes that corruption can easily occur, e.g. procurement, loans, sales, employment, sponsorship, and investment.

Internal Audit Division

  • Examine and audit all processes such that they follow relevant policies, measures, rules, and law, to ensure suitable and sufficient internal control for the corruption that may happen and to report to the audit committee.
  • Report any results of the business operations and responsibilities that are relevant to anti-corruption policies to the audit committee

Compliance Department

  • Advise and give recommendation on anti-corruption policy
  • Regulate the anti-corruption operations
  • Coordinate with relevant departments in educating employees on anti-corruption

Strategic & Operation System Management Department

  • Develop tools to analyze the corruption risks and have internal departments analyze their own risks
  • Coordinate, advise, and compile data for risk analysis, measures, management, and guidelines to control any corruption risk within related organization, and propose to the Risk Management Committee (RMC) to consider
  • Analyze data on corruption risk operation and revise such risks

Human Resources Management and Development Department

  • Manage human resources according to the company’s anti-corruption measures
  • Organize the candidate selection, orientation, training and punishment, related to the anti-corruption policies
  • Promote anti-corruption culture and behaviors and avoid any corruption-risked behaviors

Accounting and Budget Department and Finance Department

  • Follow the company’s polices, law, and accounting principles, as well as financial reporting principles.
  • Compile all documents related to receivables, payables, and accounting records, as well as to keep data and documents related to accounting and taxation. All attachments must be fully compiled and approved.
  • Operate all accounting and financial reporting procedures, according to the universally accepted principles.
  • Operate all reimbursements, according to rules and instructions on reimbursements, guidelines on reimbursements for operations, as well as anti-corruption policies.

Corporate Communications Department

  • Communicate and publicize the anti-corruption policies, measures, and related activities to instill the culture of anti-corruption operations.
  • Communicate and report to the public on the company’s anti-corruption measures.

4. Control

Internal control system

The company sets out rules and regulations on operation outlining the control structure and approval process. All operational process has internal control and audit procedures and systems such that it follows the anti-corruption measures and is approved by the internal auditor. All employees must follow the company’s rules related to their operation.

Anti-corruption guideline

The company sets out instructions and prevention guidelines on different types of corruption-risked behaviors as follows:

Bribery

  • Directors, managers, and all employees are prohibited to receive or give bribes of any form for the business gains. Using nominees for such purpose is also prohibited.
  • Being the intermediary for any bribery process between those related to company’s operation is also prohibited.

Gifts, entertainment, and other benefits

Receipt or offer of gifts, entertainment, and other benefits to customers, partners, and business representatives, must comply with the related rules on the receipt and offer of such gifts and other benefits. All process must follow the anti-corruption policy and must be reasonable and examinable.

Political support

The company does not provide any support to political party, political group or politician directly or indirectly. This includes the use of any company’s asset for such purpose.

Charitable donation, CSR, and sponsorship

  • Donation of money or assets for charity, CSR, and sponsorship must be transparent, lawful, and ethical and must not harm the society.
  • The receipts or offers of money or assets for donation or sponsorship must not be used as an excuse for bribery.
  • Reimbursements for charitable donation and sponsorship must follow the company’s reimbursement procedures and the reimbursement approval guidelines. The reimbursement must have clear objectives and examinable evidence.
  • In the case of legal impacts, employees must seek advice from the legal department in writing. This applies to other important matters to the managers’ discretion.

5. Raising concerns or reporting corruption

  1. Employees must not ignore when they see or know any operation that may violate the company’s rules or when they suspect any action that may be deemed corruption. Employees must notify their direct supervisors or responsible persons of such information. If there is any question or concern, employee may seek advice from their direct supervisors or query the audit department
  2. Anyone who see or suspect that certain behaviors are corruption or may be affected by the anti-corruption policies must immediately report or submit complaints to the company via one of the following channels:

    The Email Channel
    The audit committee:
    E-mail address : ac@mbkgroup.co.th

    The President and CEO:
    E-mail address : asksuvait@mbkgroup.co.th

    The Senior Executive Vice President of the Internal Audit Division:
    E-mail address : ia@mbkgroup.co.th

    The Letter to Persons Indicated above Channel

    MBK Public Company Limited
    444 MBK Center 8th Floor, Phayathai Road, Wangmai, Pathumwan Bangkok 10330

    The President and CEO
    MBK Public Company Limited, P.O. Box 444 Rong Muang Post Office, Bangkok, 10330

  3. Employees must cooperate in the investigation and provide truthful information for any corruption-risked behaviors.
  4. The company will provide fair judgment and protection to the employees who notify or refuse to participate in the corruption activities, as specified in the company’s policies.

6. Business information record

Records of business, financial and accounting information and other data storage must be audited for completion and accuracy; they must also follow the rules and guidelines, as well as the accounting standard and principles of the company. Financial reporting and other related processes must be aligned with the anti-corruption policy. All said documents must be kept in a safe place, according to the rules regarding the company’s storage.

7. Punishment

The company is committed to promote and instill transparency, honesty, and anti-corruption behaviors in all forms, both directly and indirectly, at all level of employment, from directors, managers, and other employees. The company will also communicate and publicize this set of anti-corruption policies and measures to directors, managers and employees of all levels, as well as to the public. In addition, the company will promote and develop true understanding of the policy for effective compliance.

Therefore, any ignorance and violation of this policy will be considered wrongful and a violation of the company’s rules, thus will be considered for disciplinary punishment. Not knowing of this policy is not considered an excusable reason for any violation. In the cases where corruption is illegal, the company has the rights to pursue a lawsuit against the violator.