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Corporate Governance

Corporate Governance

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     The Company has established a clear written Good Corporate Governance Policy and reviews it periodically. The CorporateGovernance Committee oversees and promotes the Company's operations in accordance with good corporate governance principles anddevelops the Company's corporate governance system to be more ethical and effective. The Committee also oversees the Anti-Corruption Policy, Code of Business Conduct, and Corporate Social Responsibility Policy to align with the Company's strategiesand good corporate governance guidelines for listed companies on the Stock Exchange of Thailand. The Company has reviewed,revised, and amended its corporate governance principles and related practices, categorizing the content into clear sectionscovering key corporate governance principles. The Company has published its Corporate Governance Policy and practices on itswebsite at www.vichaivej.com under the Investor Relations section to allow interested parties to study and download. TheCompany's Good Corporate Governance Policy consists of 5 main modules as follows:

  1. Shareholder Rights
  2. Equal Treatment of Shareholders
  3. Stakeholder Engagement
  4. Disclosure and Transparency
  5. Board Responsibilities

Srivichai Vejvivat Public Company Limited has made significant changes and developments regarding its corporate governance policies and practices, or the Board Charter, as follows:

1. Consider reviewing the Company's Board of Directors' Charter to be up-to-date. The purpose of this Board Charter isto define the scope of work, authority, duties, and responsibilities, as well as the guidelines for the operation and performanceof the Board of Directors. The Board of Directors, as a representative of the shareholders, plays a vital role in determining thebusiness direction of the Company, as well as overseeing the management to comply with the law, objectives, and regulations tocreate value for the business and for the best interests of the Company and shareholders in the long run.

2. To be in line with the business operations and recognizing the importance of the roles, duties, and responsibilitiesof the Board of Directors, subcommittees, and the Chief Executive Officer of the Company, who are key persons in driving thebusiness to achieve its objectives and goals, the Nomination and Remuneration Committee has reviewed the aforementioned chartersto promote the stable and sustainable growth of the organization.

3. To promote and enhance good corporate governance practices, including sustainable business development, by takinginto account the interests of stakeholders throughout the business value chain, the Corporate Governance and SustainabilityCommittee has reviewed the charter to enhance operations covering environmental, social, and governance aspects. It alsoencourages the Vichaiyut Hospital Group to be aware of the risks of doing business comprehensively and promotes disclosure ofinformation on corporate governance and sustainable business development to reflect the true value of the organization.

4. Consider approving the Enterprise Risk Management Policy by recognizing the importance of risk management, which isan essential part of good corporate governance and supports the business in achieving its objectives. Risk management will enablethe business to foresee opportunities and obstacles that are expected to occur and be able to prepare contingency plans or adjustbusiness strategies both proactively and reactively in a timely manner. It can also mitigate the potential impacts to a reducedor acceptable level.

    Effective risk management and internal control enable the Company to operate its business stably and grow sustainably.It also builds confidence for investors, shareholders, or stakeholders. The Company applies the framework of internal controlpractices in accordance with the international standards of COSO (The Committee of Sponsoring Organizations of the TreadwayCommission) to improve and develop in conjunction with the Enterprise Risk Management (ERM) framework as a tool for management todevelop the internal control system and risk management to be more complete.

5. To align with the current situation and the application for the 2nd renewal of the Collective Action CoalitionAgainst Corruption (CAC), the Company has reviewed the Anti-Corruption Policy. The Company is committed to conducting businesswith ethics and recognizes the importance of operating with transparency, adhering to the principles of good corporate governancefor operational efficiency, and being accountable to society and stakeholders, as well as being auditable. The Company has joinedthe "Thai Private Sector Collective Action Coalition Against Corruption" to demonstrate its intention and commitment to combatingall forms of corruption. Therefore, the Board of Directors, executives, and all employees must strictly comply with theguidelines.

 

Corporate Governance