ภาษาไทย
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Objective
The objective of this code of conduct is to build moral principle, rule and legal compliance to concerned executives and employees regarding confidentiality of financial statements and other related information
Scope
this Code of Conduct is an addition, not to replace the Code of Conduct of the Company’s employees, and information disclosure and transparency policy (both subjects shown in the CG policy on the website). This Code of Conduct is applied to the Board of Directors, concerned directors, and employees of PROEN Corp Public Co., Ltd., as well as anyone related to the information disclosed by IR officers and related activities.
Code of Conduct
Executives and employees involved in information disclosure by IR officers must adhere to strict ethical and professional standards. This includes promoting appropriate conduct and managing personal conflicts of interest that arise during their duties. Any significant transactions or relationships that could lead to a conflict of interest must be immediately disclosed to the CEO and/or the top executives of the supervisory and audit department. Their duties must be performed with professional integrity, upholding the principle of equality without discrimination or bribery, and prioritizing the company’s and stakeholders’ benefits over personal gain.
IR officers must comply with all policies and the employee’s code of conduct set forth by the listed companies. All disclosed information must be accurate, equal, and fair, ensuring all related parties can access information and make inquiries. Crucial and necessary information, such as reports and documents submitted to the SEC and the Stock Exchange of Thailand, or general company communications, must be disclosed correctly, sufficiently, and in a timely manner. Compliance with government laws and official agency rules and regulations is mandatory. Confidential company information must be protected, and inside information cannot be used for personal or third-party gain.
Any violation of the Code of Conduct or issues that could affect the accuracy of financial statements (especially when disclosing information to analysts) must be immediately reported to the Chairman of the Audit Committee, with the option for anonymity for whistleblowers. For “Inside information” disclosure, as per the Securities and Exchange Commission’s notification no. KoLoTor PhoSo(Wo) 5/2018, the Executive Vice President, Finance and Accounting, is authorized to disclose significant inside information. The Executive Vice President, Finance and Accounting, IR and Central Administration Director, and IR Manager are authorized to disclose factual changes in the industry with clear evidence, typically through the SET and/or the company’s website. For significant information that might affect the company’s securities prices, the President, Secretary, and Deputy Director, Public Relations, or their assigned power of attorney, are authorized to disclose information as needed via written notice.
Employees in the IR and Central Administrative Department, those involved with financial and accounting, other employees, and company directors are prohibited from buying or selling the company’s securities during specific “blackout periods.” This typically extends from the last day of each quarter or financial period until 24 hours after financial statements or internal information are made public, as well as any other blackout periods determined by the company. All personnel are expected to continuously study and improve work efficiency, supervision, and auditing, and take necessary actions to enforce this code. Violations will result in disciplinary action, including dismissal, and may also lead to criminal and civil penalties under the law. Additionally, executives and IR officers are prohibited from meeting with or answering questions from investors and analysts regarding future operating results for at least 10 working days prior to the turnover announcement date.