SCG conducts business in line with an ESG approach with responsibility, transparency, and fairness, adhering to the long-practiced business principles defined in the SCG Code of Conduct on the basis of sustainable and balanced benefits, with the Board of Directors serving as role models in compliance with SCG’s principles of corporate governance and Code of Conduct.
SCG strives to become a role model in corporate governance and has incorporated this resolution in SCG’s Vision with the conviction that SCG’s corporate governance ensures fairness, transparency, and long-term economic value for shareholders while inspiring confidence in all stakeholders and enhancing the Company’s competitiveness to achieve sustainable growth.
The Governance and Nomination Committee is entrusted with the duty of overseeing SCG’s corporate governance matters, encompassing the establishment of policy and guidelines as well as monitoring the performances of the Board of Directors and the Management to ensure their compliance with SCG’s corporate governance policy. The Committee also monitors and evaluates compliance with the corporate governance policy as well as reviews related guidelines to ensure their alignment with business operations and corporate governance practices at national and international levels on a yearly basis. Moreover, corporate governance is specified as one of the main items on the agenda at the Board of Directors Meeting.
Practices on SCG’s Corporate Governance
SCG firmly upholds and complies with the principles of corporate governance both locally and internationally. Examples include the Principle of Good Corporate Governance for Listed Companies of the Securities and Exchange Commission (SEC) and the Stock Exchange of Thailand (SET), as well as the Corporate Governance Report of Thai Listed Companies (CGR) of Thai Institute of Directors (IOD). Added to this are the internationally recognized benchmarks, such as ASEAN Corporate Governance Scorecard (ACGS) and DJSI Sustainability Assessment. The Governance and Nomination Committee is charged with considering and proposing to the Board of Directors the establishment and implementation of the policy and guidelines for their approval. For issues that have yet been established as policies or implemented, the Management is to report to the Governance and Nomination Committee for review on an annual basis.
The Board of Directors has compiled knowledge and practices in management passed down from generation to generation and proven to be in alignment with the corporate governance principles, and they have been codified into SCG’s corporate governance guidelines, first published in 2003 and last updated in 2022. The booklet is now also published on the Company’s website (www.scg.com).
In 2022, the Company was rated on corporate governance practices by various agencies and achieved awards as follows:
|Annual Corporate Governance Report of SCC|
|1. The Right of Shareholders|
|2. The Equitable Treatment of Shareholders|
|3. The Role Of Stakeholders in Corporate Governance|
|SCG Whistleblower System|
|Stakeholder Engagement Policy|
|SCG Antitrust Policy|
|Diversity and Inclusion Policy|
|SCG Procurement and Vendor Selection Policies and Guidelines|
|4. Disclosure and Transparency|
|Insider Trading Policy|
|5. Responsibilities of the Board|
|Charter of the Board of Directors|
|Charter of the Audit Committee|
|Charter of the Governance and Nomination Committee|
|Charter of the Remuneration Committee|
|Charter of the CSR Committee|
|Qualifications of Independent Directors of SCC|
|Policy on Attendance at the Board of Directors Meetings|
|Policy on Limitation of the Number of Listed Companies Where Directors May Hold Directorship|
|Policy on the Target Share of the Independent Directors on the Board|
|Policy on Director Qualifications and Nomination|
|Comparison of Definition of Independent Director|
|Board Composition and Independence|
For more information, please contact:
Corporate Secretary Office, The Siam Cement Public Company Limited
1 Siam Cement Road, Bangsue, Bangkok 10800, Thailand