Governance Practices

Commitment to Transparency, Accountability, and Ethics

TEGH's commitment to good corporate governance is evident in its actions across various aspects of its operations. By fostering board diversity, maintaining independent leadership, and implementing fair remuneration policies, TEGH ensures that decision-making processes are transparent, accountable, and aligned with the company's long-term goals. Furthermore, TEGH's anti-corruption measures, coupled with its commitment to risk management and sustainability integration, demonstrate its dedication to ethical practices, stakeholder value, and long-term business sustainability.

▪ Board Diversity and Independence
TEGH recognizes the importance of board diversity and skill alignment with the company's strategy. The board skill matrix ensures a balanced composition of educational backgrounds and experiences. Currently, the board consists of 9 members, including one female member, and 5 non-executive directors, accounting for 56% of the total. Moreover, TEGH maintains more than one-third of independent directors.

▪ Segregation of Duties and Independent Leadership
To ensure checks and balances, TEGH appoints an independent director as the Chairperson of the Board, separate from the CEO and MD. Independent directors also lead the committees, enhancing impartial oversight and transparency.

▪ Corporate Sustainability Working Group
TEGH established the Corporate Sustainability Working Group, chaired by Ms. Sineenuch Kokanutaporn, to integrate sustainability into its strategies. The group formulates policies, assesses risks, identifies material topics, and monitors progress, ensuring accurate disclosure through reports and channels.

▪ Director Remuneration and Fair Compensation
TEGH has a policy and criteria for directors' remuneration, ensuring it aligns with company performance and responsibilities. The Nomination and Remuneration Committee oversees fair compensation by comparing rates with similar SET-listed companies in the industry.

▪ Anti-Corruption Measures and Complaint Management
TEGH maintains a strong anti-corruption stance, implementing policies for the Board, executives, and employees. The company plans to join the Thai Private Sector Collective Action Against Corruption (CAC) and conducts training programs to raise awareness. TEGH has a 'no gift policy' to establish ethical norms in business operations.

▪ Risk Management and Sustainability Integration
TEGH integrates risk management with corporate planning and sustainable development. The Risk Management Committee formulates policies and frameworks, ensuring risks are identified, assessed, and addressed at both organizational and project levels.