Corporate Governance

Corporate Governance Policy

SCG conducts business with responsibility, transparency, and fairness, adhering to the long practiced business principles defined by the framework of the SCG Code of Conduct and dedication to sustainable and balanced benefits. The Board of Directors behave as role models in compliance with SCG’s Principles of Corporate Governance and Code of Conduct.

SCG is resolved to become a role model in corporate governance, encapsulating it in SCG Vision with the conviction that SCG’s corporate governance will ensure fairness, transparency, and long-term economic value for shareholders whilst creating confidence among all stakeholders and enhancing the Company’s competitiveness to achieve sustainable growth.

The Governance and Nomination Committee is entrusted with 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 the corporate governance practices together with periodically reviewing the guidelines to ensure their alignment with business operations and corporate governance practices at national and international levels. 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 and the Stock Exchange of Thailand, 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 (ASEAN CG Scorecard) and DJSI Sustainability Assessment. The Governance and Nomination Committee takes charge of 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 covered or implemented, the Management is to report to the Governance and Nomination Committee for review on an annual basis.

The Board of Directors compiled knowledge and practices in management that have been passed down from generation to generation and proven to align with the corporate governance principles. They were codified into a booklet on SCG’s corporate governance guidelines, which was first published in 2003. Last updated in 2014, the booklet is now also published as an e-book on the Company’s website.

In 2017, SCG was rated on corporate governance practice by various agencies and achieved numerous awards as follows:

• Rated “Excellent” according to Corporate Governance Report of Thai Listed Companies 2017 carried out by the Thai Institute of Directors (IOD).
• Rated 99 points according to the evaluation of the quality of annual general meetings of shareholders (AGM checklist) of listed companies carried out by the Thai Investors Association.
• Received the Sustainability Award of Honor as part of the SET Sustainability Award 2017.
• Received the Best Company Performance Awards and the Best Innovative Company Awards as part of the SET Award 2017.
• Selected for Thailand Sustainability Investment 2017 list under Property & Construction Industry.

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1. The Right of Shareholders
Shareholder Proposal
2. The Equitable Treatment of Shareholders
Blackout Period
3. The Role Of Stakeholders in Corporate Governance
Whistleblower Policy
SCG Whistleblower System
Stakeholder Engagement Policy
SCG Procurement and Vendor Selection Policies and Guidelines
4. Disclosure and Transparency
Disclosure 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
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

For more information, please contact:
Corporate Secretary Office, The Siam Cement Public Company Limited
1 Siam Cement Road, Bangsue, Bangkok 10800, Thailand
E-mail: corporate@scg.com