RATCH Annual Report 2013 - page 95

Ratchaburi Electricity Generating Holding PCL.
95
In 2013, there is no complaint related to
inequitable treatment of shareholders or charge on
directors or executives for not reporting portfolio
as required, or on the use of insider information for
abusive self-dealing or others’ benefits.
3. Role of Stakeholders
3.1 Stakeholders Policy
The Company adheres to the principle
of “promoting and ensuring that the right of
stakeholders, such as customers, employees, business
partners, investors, competitors, independent auditor,
the government sector and communities in which
the Company locates, is well protected and treated”
as announced in the Good Corporate Governance
introduced in 2003. Later in 2007, the principle was
incorporated into the policy customized for individual
stakeholder group, which has been published on the
Company’s internal communication channel and on
its website. The policies include the Shareholders
Policy, Employees Policy, and Social and Environment
Policy, the Network and Computer Usage Policy,
Occupational Health and Safety Policy, and the 5S
Policy (which are all published on the Company’s
website). In 2013, activities related to this policy are
as follows :
Shareholders :
The Company constantly
monitored and ensured the compliance with the
Shareholders’ Policy related to basic right protection;
equitable treatment of shareholders; quality
information disclosure; encouraging shareholders to
attend shareholdersmeeting to participate in decision
making on significant matters and to acknowledge
the Company’s operation and activities, as well as to
monitor the Boardof Directors and theManagement’s
performance; implementationofmeasures toprohibit
the use of insider information for personal interest of
2.6 The Company Proposed No Additional
Agenda
The Board of Directors has the policy not to
proposenewagenda other than those informed in the
meeting notice as it realizes that it is important and
necessary for the shareholders to study information
before making decision. Shareholders can propose
additional agenda for consideration if necessary, by
following the Company’s Articles of Association. At
the 2013 annual general shareholders’meeting, there
was no additional agenda proposed.
2.7 Report on the Company’s Shareholding
The Board of Directors and the Management
have theduty to report their holding of theCompany’s
stock to the SET. The Board of Directors required
reports on portfolio changes of the Company, its
directors, executives, spouses and childrenwho have
not reached legal age included as an agenda in the
monthly meeting of the Board of Directors.
2.8 Prevention of the Abuse of Inside
Information
The Board of Directors has formulated and
implemented measures to prevent Directors and
the Management from insider trading. The Board of
Directors has prepared written guidelines on internal
information keeping and prevention of internal
information usage for abusive self-dealing. Since the
inception of the Company, it has required its Directors,
Management and employees to directly report any
changes in the Company’s portfolio of themselves,
their spouses, and children who have not become
sui juris to the Chief Executive Officer within three
working days after the changes happened. The
guidelines were announced in 2003 and continue to
be effective today.
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