Ditto (Thailand) Public Company Limited
The Board of Directors places significant importance on adhering to good corporate governance
principles, encompassing eight core practices:
Principle 1: Board's Roles and Responsibilities
Principle 2: Company's Objectives and Core Goals
Principle 3: Fostering an Effective Board
Principle 4: Recruiting and Developing Senior Executives and Human Resource Management
Principle 5: Promoting Innovation and Responsible Business Conduct
Principle 6: Ensuring Appropriate Risk Management and Internal Control Systems
Principle 7: Maintaining Financial Credibility and Information Disclosure
Principle 8: Supporting Shareholder Engagement and Communication
The Company encourages both internal and external stakeholders to report misconduct or
complaints. These can include breaches of ethics and the business code of conduct, deficiencies
in internal control systems, actions that violate or fail to comply with laws or company regulations,
as well as fraud, corruption, embezzlement, or financial statement manipulation. We provide
appropriate channels and a robust management system for receiving and handling these reports,
ensuring all information is addressed quickly and effectively.
Our company is committed to conducting business with a strong emphasis on combating fraud
and corruption, upholding morality and ethics, and operating with transparency and responsibility
towards all stakeholders. We have established appropriate guidelines for the conduct of our Board
of Directors, management, and employees within our Business Ethics and Employee Code of Conduct,
which are integral to the company's Corporate Governance framework.
Fraud or corruption is defined as "any act or omission in an official capacity or misuse of power in an
official capacity, violating laws, ethics, regulations, or company policies, to seek undue benefits.
This includes, but is not limited to, demanding, accepting, offering, or giving assets or any other benefits
to government officials or any other individuals conducting business with the company."
This policy aligns with the regulations set forth by the Securities and Exchange Commission (SEC)
and the Stock Exchange of Thailand (SET), as well as the announcement from the Cooperation Committee
for Anti-Corruption, concerning the minimum standards for anti-corruption policies and guidelines in
procurement. These standards, mandated for entrepreneurs under Section 19 of the Public Procurement
and Supplies Management Act B.E. 2560 (2017), were published in the Royal Gazette on August 8, 2561
(2018) and became effective on February 5, 2562 (2019).
The regulations require that entrepreneurs bidding on government projects with a procurement value of
THB 500 million or more must establish clear, written, and appropriate anti-corruption policies and guidelines
for procurement. Furthermore, these policies and guidelines must be effectively communicated to the Board
of Directors, management, employees, and all relevant stakeholders within the company.
To align with the announcement from the Cooperation Committee for Anti-Corruption regarding the minimum
standards for anti-corruption policies and guidelines in procurement, which businesses are required to
establish under Section 19 of the Public Procurement and Supplies Management Act B.E. 2560 (2017) (published
in the Royal Gazette on August 8, 2018, and effective from February 5, 2019 onwards), it is mandated that:
Any entrepreneur intending to participate in bidding with government agencies for projects with a
procurement value of THB 500 million or more must have an appropriate and clearly documented
anti-corruption policy and guidelines in place for procurement.
