6. Anti-Corruption Policy

Mono Next and Subsidiaries has joined “Thailand’s Private Sector Collective Action against Corruption” to show its determination to fight against corruption in all forms. The Company aims to ensure it has a clear policy to define the responsibility, operation guideline, and proper rules of engagement in order to prevent corruption in all business activities and to make the right decision when faced with corruption risks. Therefore, the Company has written the “Anti-Corruption Policy” to use as an official guideline in business conduct and to strengthen its reputation towards a sustainable organization.

Furthermore, the Company has reviewed the policy by considering the guidelines for defining appropriate internal control measures for juristic persons to prevent bribing government official, foreign government official, and official of an international organization according to the Organic Act on Counter Corruption B.E. 2542 (1999) (as amended by (No.3) B.E. 2558 (2015) as well as the self-assessment form relating to anti-corruption measures amendment 4.00, published in 2020, by Thai Private Sector Collective Action Against Corruption (CAC) under the support of Thai Institute of Directors or IOD. The assessment has been improved from the self-assessment form number 2.1 in order to make it more suitable for Thailand private sector to use it for organizational assessment in terms of anti-corruption system.

Definitions

Corruption refers to any forms of bribery whether it be an offer, a promise to give, a commitment, a request, or an acceptance of money, assets, or other undue advantages to a government officer, the government sector, the private sector, or any responsible persons, either directly or indirectly, in order that they perform or refrain from performing their duties so as to acquire or retain a business, or introduce a business to any particular organization, or to acquire or preserve any inappropriate business benefits. However, the exemption can only apply in cases enabled by law, regulation, announcement, rule, local tradition, or trade custom.

Political contributions refers to offering money, assets, any other benefits, or places to facilitate such as accommodation and reception to a political party, a politician, or a person whose duty involves politics in order to support political policy, undue act, or any acts of constitutional law violation which causes disadvantages to the community and separations among people in the society and the country, either directly or indirectly.

Conflict of Interests refers to the conflict between personal interest of a director, an executive, or an employee and the benefit of the Company, either directly or indirectly. In other words, it is the situation of which personal benefits of an employee affect his or her decision making and how the employee performs the duties defined by job positions. This situation may have adverse effects on the common interest of the Company seeing that it negatively affects the equitable and transparent decision making of the employee.

Facilitation Payment refers to a small amount of expense unofficially paid to a government officer to ensure that the government officer will perform his or her duties promptly, following the defined procedures. The procedures mentioned do not require the discretion of the government officer as they are under his or her duties, and it is the rights that a juristic person has under the law. These rights, for instance, include the right to make a requisition for a license or a certificate, and the right to access public services.

State official refers to a person holding a political position, Government official or local official assuming a position or having permanent salaries, official or person performing duties in a State enterprise or a State agency, local administrator and member of a local assembly who is not a person holding a political position, official under the law on local administration and shall include a member of a Board, Commission, Committee or of a sub-committee, employee of a Government agency, State enterprise or State agency and person or group of persons exercising or entrusted to exercise the State’s administrative power in the performance of a particular act under the law, whether established under the governmental bureaucratic channel or by a State enterprise or other State undertaking.

Terms of Reference

All directors, executives, officers, or personnel at all levels of the Company and subsidiaries under Mono Group, including time-limited or casual employees, are required to strictly  comply with this policy as a condition of employment.

“The Company” includes agents, other intermediaries, and persons who involve or acting on behalf of the Company.

Anti-Corruption Policy

The Anti-Corruption Policy of Mono Group expresses an absolute determination to fight against corruption and bribery in all forms, either directly or indirectly. Abide by laws relevant to Anti-Corruption in Thailand, the policy covers all businesses in all countries with the Company’s investment presence as well as applies to all related business units. The Company places emphasis on operating in an honest, transparent, and fair manner.

Implementations of the Company are as follows:

  1. Directors, executives, supervisors of all units, and employees at all levels of Mono Group are required to comply with Anti-Corruption Policy, Corporate Governance Policy, Business Code of Conduct, and Regulation Handbook. Employees of Mono Group must not involve in corruption to obtain any improper benefits, either directly or indirectly.
  2. All employees of Mono Group shall not be negligent in any corruption conditions involved with Mono Group, either directly or indirectly. Employees are required to notify such act to supervisor or responsible person immediately and collaborate with investigation. Any quires or questions shall be consulted with supervisor or responsible person who monitors the Business Code of Conduct, or be informed through particular channels provided in this policy.
  3. A person who commits corruption is equivalent to misconduct in the Mono Group Code of Conduct. Such person shall be subject to penalties according to Mono Group disciplinary action. Conviction on laws may be applied in case such act violates laws.
  4. The Company has an internal control system which covers finance, accounting, data recording, and other processes. This also includes internal audit function in all businesses. The Company realizes the importance of dissemination, knowledge sharing, and communication with subordinates and other people who involve with the Company so that every party shall conform to the Anti-Corruption Policy.
  5. The Company has a clear officially written limitation of authority and financial approval for each management level with the approval of the Board of Directors. Management structure is performed with clear division of responsibility and appropriate determination of authority and level of approval in each entry.
  6. Mono Group strives to create and sustain an organizational culture representing that corruption is unacceptable in every business transaction, either public or private sectors. Intending to be a good example, the Company places a great value on integrity, morality, and ethics.

Roles and Responsibilities

  1. The Board of Directors is responsible for determining and approving the policy as well as forming an effective system to support Anti-Corruption practices in order to affirm that the management intensively concerns emphasizes, and cultivates Anti-Corruption mindset as the Company’s culture.
  2. The Audit Committee is responsible for consideration and revision to improvement in Anti-Corruption Policy so that such policy is concise, conformed to global standard, and appropriate with the type of business. The policy shall be proposed to the Board of Directors for approval. The Audit Committee is also responsible for revision of internal control, internal audit function, financial and accounting reports, and risk management relating to corruption in response to matters proposed by the Internal Audit Unit and the Risk Management Committee. This includes getting whistle-blowing and complaint on corruption related to people in the organization, investigating cases being informed and proposing the Board of Directors to find solution to the problems, and imposing penalties on such cases.
  3. The Chief Executive Officer, executives, and the management are responsible for determining and complying with the Anti-Corruption Policy. Evaluation on risk of business shall frequently be performed by the Risk Management Committee in order to inform to the Audit Committee and the Board of Directors as well as conveyed to all employees and related parties. This includes reviewing the control systems and regulations for the best adjustment to business changes.
  4. Internal Audit Unit is responsible for reviewing, revising, and evaluations in business transactions whether they are accurate and complied with the approval authority, standard, law, and policy in such monitored department in order to assure that the internal control system and risk management are suitable and sufficient for preventing probable risk in corruption. This shall be reported to the Audit Committee.