Corporate Governance
Corporate Governance
Ethics to stakeholders

Best practice on the social responsibility

The Company realizes the importance of the business operation with economic, social and environmental balances for its stable and sustainable growth to be an efficient organization and a good entity of society as suggested by the Corporate Social Responsibility guidelines. In consequence the Company is committed to enterprise with regularity and fairness, anti-corruption effort, full compliance with applicable codes and rules and concern to the operation's interests and effects to stakeholder's i.e. shareholders, staff, clients, suppliers and/or creditors, competitors and communities including shall take care for safety, health and environment for the effects shall not be incurred to all the stakeholders.

Policy regarding best practice on shareholders

The Company realizes the shareholders are the Company's owners and the Company's duty is to generate added value to shareholders in long term, therefore, the company determines that the directors, executives and staff shall perform according to the following guidelines;

  • Perform duty with responsibility, carefulness and honesty under reasonable decisions on the ground that the information is sufficient and correct, they have no direct and indirect interest and perform with honesty for maximum interest to the Company, they perform over the right and suitable purposes and they shall not act over conflicts of interest to the Company.
  • Comply with laws, the Company's objective and articles of association, directors' resolutions, shareholders meetings' resolutions, good practices in accordance with the corporate governance policy and code of conduct and act to shareholders equally both major and minor shareholders for their maximum interests.
  • Manage and take care of the Company's assets not to be depreciated/ lost illegally and provide an effective internal control and risk management systems.
  • Report the Company's status regularly, completely, truly and in-time to situations.
  • Furnish the Company's data, news and information truly, sufficiently, equally and in-time to shareholders for their decision-making.
  • Take care for the directors, executives and staff not to acquire their and related person's interest by furnishing the Company's confidential information or disclosing the Company's secret to outsider and/ or performing any acts which may lead to conflicts of interest to the Company.
  • Provide the channels for irregularity informing and complaints such as website, mailbox telecommunications etc. with informing and complaint responses and complainant protection including systematic and fair feedback reports to informants and complainers.
  • Provide several channels to disclose the information as well as make a company's website to allow the shareholders to access the information conveniently and prepare the information in the easy-to-understand language both in Thai and English.

Policy regarding best practice on employees

  • The Company has measures to protect employees providing information to the authorities in case there is legal offence of offence against the Securities and Exchange Act. Employees will be protected. The Company will not act unfairly, either changing positions, job description, workplace, suspension of job, threat, annoying of their work, dismissing employees (Section 89/2X as employees notify clues on illegal acts or unethical acts.
  • The Company realizes employees are the essential factor for product quality consequently shall fairly give importance to the acts to them which include providing opportunity, wages, appointments, transfers and potential developments together with merits development of virtues for them to be the society's capable and good people. The Company's acts to employees shall be as follows:
    • - The Company shall comply with the labor laws and rules relating to employees strictly.
    • - The Company shall act to employees with politeness, respect to individuality and human honors in accordance with the international human rights.
    • - The Company shall arrange the employment conditions which are fair to employees with the wages suitable to abilities.
    • - The Company shall take care of the working environment and manage the working system for the employees' life and property safety and health.
    • - The Company shall give importance to the skill training and potential enhancement manpower development by providing to employees the learning opportunities widely and constantly.
    • - The Company shall have promotion, transfers, awarding and punishments to employees sincere by and based on the employees' knowledge, capability and appropriateness.
    • - The Company shall organize a provident fund for employees.
    • - The Company shall regularly furnish information on its operation and status to employees.
    • - The Company shall listen to the employees' opinions and suggestions based on their work skills and experiences.
    • - The Company shall avoid acts which are unfair, and which may have effect on stability of the employees' positions or threaten/incur pressure to mind to employees.
    • - The Company shall develop employees' good conscious mind to be givers and good citizens of society.
    • - The Company shall provide channels for employees to file complaints in case they are treated unfairly or inform offences against the law. The Company shall have systematic and fair rectification process and measures to protect the complainants.
    • - The Company and its delegate shall support employees to use their political rights with neutrality.
    • - Employee remuneration policy determined in accordance with the performance of the company both short-term and long-term if released, it will return to the employee that is higher than a company that operates similar. If past performance is not good. The payoff will come out equal to similar businesses.

Policy regarding best practice on clients

The Company has the policy to give importance to the clients' satisfactions fulfillment which is the factor to lead to business achievement and intends to acquire the clients' requirement more effective fulfillment. To achieve, the policies and practices below shall be followed:

  • Deliver quality work as agreed with the customers in fair price.
  • Provide consultation on geotechnical engineering and information adequately, correctly and up-to-date
  • Conditions with clients shall be complied with strictly. In case it is not possible to do so, the company shall report to client to collaborate jointly to solve the problem.
  • The acts to clients shall be polite and reliable.
  • A client's information storage system shall be available with a clients' confidential protection measure. A client's information shall not be furnished if not allowed by him as well as a client's information shall not be used for an employee's or his/her related person's interest inappropriately.
  • Guarantee its products under proper conditions and duration and comply with Customer Protection Act .
  • A system/ process for clients to complain on product's and service's qualities, quantities and safeties shall be provided together with the response fastness and actions to the end for immediate responses to clients.
  • The Company shall support the clients' acts for the social responsibility.
  • Keep customers' confidentiality and do not wrongfully utilize the information for the benefits.

Policy regarding best practice on suppliers and/ or creditors

The Company has the policy to act to suppliers and creditors equitably and fairly over the regard to the company's interest maximization and based on fair returns to both sides avoiding the conflict of interest situation including complying with agreements, furnishing true information and valid reports and based on business relationship as follows:

  • The Company shall act to clients equitably and fairly.
  • The Company shall use the licensed products and services and shall not support the products/ services which violate intellectual property right.
  • Acceptance of things or other benefits
    • - Executives and staff shall not accept things or other benefits from a person having duty/ business relating the Company except for a reasonable opportunity/ tradition acceptable to public. The things or benefit's value shall not exceed 2,000 Baht and shall be reported to supervisor immediately together with it shall not have influence to a decision being unfair for work.
      In 2018 every director, executive and employee is notified and not allowed to accept New Year gifts from the trading partners and those involving with the business.
    • - The Acceptance of things or benefits which do not corresponding with the item 3.1 but necessitated for maintaining relationship between entities/persons, the receiver shall report his/her supervisor and submit that things to the administration, government affairs and corporate social responsibility section to use in the business organization within 14 official days.
  • Executives and staff shall not offer things or benefits in any forms to outsiders to convince for inappropriate acts/ causing conflicts.
  • In case there arise information that there is an irregular interest request, acceptance or furnishing happened the detail shall be disclosed to the suppliers and the parties shall collaborate to solve the problem fairly and immediately together with acquire a preventive measure.
  • The conditions agreed with the suppliers and/ or creditors shall be complied with strictly.
  • In case a condition cannot be complied with, a prior notice shall be made to collaborate for problem solving.
  • Opportunities shall be provided to the suppliers who operating business legally, complying with environmental/ safety/ health standards and having social responsibility.
  • The Company shall support the suppliers' operations on the social responsibility and provide opportunities for them to participate in the Company's activities for society.

Policy regarding best practice on business competitors

The Company has the policy to act to business competitors under the business competition practice code framework and shall not cheatingly infringe/ spy the business competitor' secrets as follows:

  • The Company shall conduct and practice within a good competition, free trade promotion and the company shall not use the method of market plunging.
  • Do not violate or acquire trade secret by wrongful means
  • Adhere to ethical business operation. Do not steal the customers from the competitors by dumping/price war method.
  • The Company shall not discredit the business competitors with allegations.
  • The Company shall not conduct intellectual property/ copyright.

Safety, health and environment

The Company is committed to operate the business basis on safety, health and good environment with the practices as follows:

  • The Company shall comply with the safety, health and environmental laws and rules.
  • The Company shall utilize resources efficiently and worthily with energy saving and resources recycling promotion measures.
  • The Company shall provide an operation system focusing on appropriate measures for safety and health in workplace such as providing the system to counter probable pollutions arising during operation, arranging workplaces to be clean and hygienic etc. for the employees and visitors to be safe from accidents and diseases.
  • Executives and staff shall be truly attentive to the activities for the quality of safety, health and environment and perform works with realization to safety and concern to environment always.
  • The Company shall disclose the information on the operations in connection with safety, health and environment.

Community and Social Responsibility

The Company is committed to behave as good citizens of Thai society and be ready to cooperate with other organizations, both public and private, civil society including shall encourage the stakeholders to collaborate the community development and social sustainability as follows:

  • Initiate preventive/corrective measure to be followed when the Company's operation has adverse effects to the environment and community.
  • Support the education by providing scholarship to students in needs.
  • Organize volunteer activity by encouraging employee to participate and support the employee to practice beneficence in order to develop his/her volunteer spirits and become good citizens.
  • Coordinate with various organizations in the community in order to develop infrastructure for schools, religious places and hygienic practices for youth and underprivileged as well as environment in the community.
  • Always communicate with the community. Disseminate and report social responsibilities practice to every stakeholder.
  • Promote Buddhism by establishing Willpower Institute, branch no. 47 to improve people's mentality as it is believed that when people adhere to dharma, the society will be better.

Acceptance of complaints about financial statement falsification, frauds and corruptions

Fraud means any act for seeking undue interests for oneself or others by illegal means. For example, embezzlement for one’s one gain or other people’s gain.

  • Corruption means demand for, accept from, give, or promise to give bribes in the form of money, property or interests to any employee of government agency, private firm, person or group of persons in exchange for malfeasance, nonfeasance, or speedy or delayed actions for the benefit of the company, except for offer of small gifts according to tradition.
  • Falsification of financial statement means giving false information or covering up facts which should be disclosed for the acquisition of property from deceived persons or third parties or for tricking any persons or third parties into making, withdrawing or destroying any deeds or ownership documents.

    8.1 Any persons who know that any director, employer or anyone in the company commits fraud, corruption of falsification of financial statement may lodge a complaint.

    8.2 Channels for lodging compliant or submitting report
    - Contact the Chairman of the Audit Committee.
    Fax 0-2518-3082
    By post Seafco PLC. 144 Prayasuren Rd., Bangchan, Khlong Sam Wah, Bangkok 10510
    - Contact the Chairman of the Executive Committee.
    Fax 0-2518-3082
    By post Seafco PLC. 144 Prayasuren Rd., Bangchan, Khlong Sam Wah, Bangkok 10510

    8.3 Actions after Receiving a Complaint: An Investigation Committee comprising independent directors and internal auditors will be formed to conduct investigation. If the investigation shows that the person is guilty, the company will take disciplinary actions and/or legal actions against such wrongdoer.

    8.4 The complainant and related persons will be keep anonymous and protected by the Company; they will not be transferred, threatened or dismissed.

Anti-Corruption Practice

Anti-corruption policy of the company is as follows. The board of directors, executives, superiors, employees in every level or persons related to the business of the company are not allowed to involve with all kind of fraud and corruption in any business transaction and are required to comply with rules and regulations and laws.

Training and Communication

In 2018 the employees in every level from the executive director have been communicated through the weekly meeting arranged by the managing director to provide information and clarification of frauds and corruption regularly, including orientation for new employees which has included the training related to anti-corruption.

Guideline practice on supervision and control to prevent and monitor risk on frauds is as follows.

  • The examination and assessment processes arranged for the internal control system and risk management to cover all key working systems in the business of the company such as bidding process, procurement process, preparation of contracts, budgeting process, as well as accounting system related to receipts and disbursement. In 2016 the company has employed the new ERP computer system operated by Mango system which is used for budget control for construction work to ensure that the working system could reduce the risk on fraud and corruption through better accounting system.
  • There are channels provided for notification of information, clues or complaint on offence, illegal or unethical act of the company or practice on prevent practice related to corruption or doubt in financial report or internal control system with policy on protection of those providing information or clues and custody of information of those providing confidential information. There are measures on examinations and decision on disciplinary action of the company and other related laws if there is a case for contact of those providing clues or complainants and the company will notify the action undertaken in writing.
  • Chiefs of various operating units are required to monitor, improve and correct errors and mistakes (if any) and report to the authorized persons in respective order.

Practice on monitoring and assessment on the performance in accordance with the preventive measures related to corruption as follows

  • The internal audit division is assigned to examine the internal control system, risk management, business supervision and provide recommendations continuously and to conduct the examination in accordance with the annual audit plan approved by the audit committee and to make the presentation to the board of directors.
  • The management is assigned to take responsibility of the test and assessment on risk of frauds and corruption continuously to implement the anti-fraud and –corruption measures effectively and to monitor, review and improve the anti-fraud and –corruption measures consistently and the outcomes will be timely and consistently presented to the risk management committee and reported to the board of directors in a respective order.
  • If the investigation has revealed that the information examined or the complaint has sufficient evidence to believe that the transaction or the act has significantly affected the financial position and the operating results of the company, as well as the offence against the law or business ethics of the company or doubt in the financial reports or the internal control system, the audit committee will report to the board of directors of the company for improvement or correction within the period deemed suitable to the audit committee.