GOOD CORPORATEGOVERNANCE POLICY

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A Good Corporate Governance Policy

The Board of Directors, executives, and all employees in Jasmine Technology Solution Public Company Limited and its subsidiaries always gives significant to good corporate governance business operation pursuant the Office of the Securities and Exchange Commission (the “SEC”) which has issued Corporate Governance Code for Listed Companies 2017 for operating more sustainable and effective as well as long-term benefits of shareholders.

The Company has introduced the guidelines to be in line with the change of corporate governance which in 2021, had considered adding it for new project to modernize corporate governance overview of listed company relevant to the trending of changing corporate governance both in Thailand and international. The Company complied with Corporate Governance Code for Organization for Economic Cooperation and Development (OECD), Corporate Governance Code for the Stock Exchange of Thailand, Corporate Governance Code for Listed Companies 2017 of the SEC, ASEAN Corporate Governance Scorecard conformed with Form 56-1 One Report and Boardroom Guidelines of Thai Institute Of Directors, comprising 5 major principles in alignment with the guideline of the CG Code of the SEC, as detailed below.

The policy is divided into the following five sections:

  1. The Rights of Shareholders
  2. The Equitable Treatment of Shareholders
  3. The Role of Stakeholders
  4. Disclosure and Transparency
  5. Responsibilities of the Board of Directors

The Board of Directors has formulated a good corporate governance in writing to establish clear guidelines for the directors, executives, and employees as follows:

  1. Recognize the roles and responsibilities of the Board of Directors as corporate leaders creating value for sustainable business and setting the vision, mission and main goals of the business for sustainability in all three dimensions: economy, society and environment.
  2. Manage and operate by adhering to the Good Corporate Governance Policy, Business Ethics Policy, Anti-Corruption Policy and comply with the relevant laws, rules and regulations.
  3. Build an effective committee covering the structure, composition, qualifications, recruitment and selection, and develop high-level executives to be effective, ethical and valuable to the organization, society and stakeholders.
  4. Promote business operations responsibly and ensure that all stakeholders are treated equitably in accordance with the requirements of the relevant laws.
  5. Manage the risks, anti-corruption system in all forms, internal control system effectively.
  6. Encourage accurate, transparent and speedy disclosure of information.
  7. Promote and support participation, practice and communication with shareholders and stakeholders equitably.

The Board of Directors had manipulated corporate governance policy in accordance with the Office of the Securities and Exchange Commission, comprising 8 major principles under CG Code to operate business with the highest standards of corporate governance defined as an important duty of the directors and all employees to abide by the rules strictly, efficiently and effectively, stably, and ensuring the public to invest in order to continuously and sustainably increase the value of the business.

The Company has a determination to combat corruption and bribery in all forms (Zero Tolerance), places importance on joining the Thai Private Sector Collective Action Against Corruption (CAC) since 2015 until the present and attaches importance to good practices for the Board of Directors in overseeing anti-corruption and bribery measures, including a process of communication and understanding of corruption risk prevention and important business bribes to executives, employees and all groups of stakeholders continuously