Corporate Governance Development

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Information security improvements and cyberattacks prevention

  • The Company provides the measures to prevent and detect cyberattacks by creating a whistleblower channel as well as other communication channels via online and offline, in order to detect the cyberattacks and be able to prevent the crime in time.
  • The Company creates a corporate culture of cyberattack risk awareness for the employees and customers. The protective measures for phishing scam has been implemented by conducting an investigation and send out notifications through all communication channels to the related internal and external stakeholders.

Establishment of a supervising agency under the laws and regulations

In 2018, the Board of Directors approved of an establishment “Compliance Department” under the Risk Management and Legal Department having a role and responsibility to oversee the business operations and personnel within the company to operate correctly under laws, rules, regulations, orders, announcements, both from inside and outside the organisation strictly. The department is also responsible for overseeing legal tasks related to business operations, laws on listed companies and other laws related to the Company’s business operations.

Good Corporate Governance

Roles, duties and responsibilities Improvement of the Corporate Governance Committee to cover sustainable development

In the year 2019, the Board of Directors has approved an amendment to the charter of the Corporate Governance Committee to assign the role, duties and responsibilities of the Corporate Governance Committee which covers sustainable development for the benefit of creating sustainable value for the Company, and following the good corporate governance policy.

Review of the Good Corporate Governance Handbook and business ethics

Corporate Governance Committee reviewed business ethics, corporate governance policy and sustainable development policy to be complete and present as a guideline for executives and employees in adherence by implementing the No-gift Policy in accorance with the Anti-Corruption Policy.

Tax management policy

Board of Directors has approved tax management policies which represent the transparent and tight principles and measures for tax management.

Dividend payment policy

In 2019, the Corporate Governance Committee and the Board of Directors has considered and revised the mission, vision, core values including annual corporate governance policy and manual of the Company, it came to the resolution at the Board of Directors Meeting 2/1983, held on April 18, 2019, at the Arun Amarin 1 meeting room, Royal City Hotel to change the dividend policy in line with the operating situation and the current business management strategy from “The Company has a policy to pay dividends at a rate of not less than 50 per cent of the net profit from the separate financial statements of the company and subsidiaries, after corporate income tax deduction and legal reserve allocation, each year.” to “The Company has the policy to pay dividends at a rate of not less than 50 per cent of the net profit from the separate financial statements of the company and subsidiaries, after corporate income tax deduction and legal reserve allocation, each year. However, the dividend payment may change depending on the business expansion plan, liquidity, necessity and other suitability in the future.” This said dividend payment policy has been disclosed on the Company’s website. However, the said change is to ensure transparency and fairness for the stakeholders of the Company especially to small shareholders and financial institutions that invest in ordinary shares of the Company

Historical Dividend Payouts

Dividend Payout
Approval Date
XD Dividend Payout Date Dividend Type Dividend Payout Per Share (THB) Fiscal Year
26/02/62 26/02/62 15/05/62 Cash 0.26 01/01/61-31/12/61
20/02/61 20/02/61 14/05/60 Cash 0.18 01/01/60-31/12/60
20/02/60 20/02/60 15/05/60 Cash 0.10 01/01/59-31/12/59
18/02/59 18/02/59 13/05/59 Cash 0.20 01/01/58-31/12/58
19/02/58 19/02/58 11/05/58 Cash 0.13 01/01/57-31/12/57

Data Privacy Policy

In the year 2019, the rights of personal information of customers have been emphasised. The company has set a policy to protect personal information and the stability of the information system as disclosed on the Company’s website as a guideline for protecting the personal information of both customers, employees and business partners under the Personal Information Act.

Shareholder’s Annual General Meeting Assessment

Thai Investor Association, under the AGM Assessment Programme, assigned a representative to attend the Company’s AGM on 18 April, 2019 at 10.00 AM at Pinklao 2 Meeting Room (9th Fl.), Royal City Hotel 800 Borommaratchachonnani Road, Bangkok Noi, Bangplad, Bangkok. In the event, the Thai Investor Association had been working incorporation with the SEC and Thai Listed Company Association to establish an “AGM checklist”. Such checklist contains principle practices in accordance to the Public Company Act and international corporate governance principles in order to be used as a guideline ensuring that the Company conduct a proper and complete Annual General Meeting in which leading to transparency, which is a part of good corporate governance. In this 2019, the Company received TIA 4 level as a score for assessment, considered a highest ranking.

Appointment of the quality evaluation consultants for the Company’s internal audit

In 2019, the Board of Directors has approved of the external consultants from Dharmniti Public Company Limited; a leading professional organisation in law, accounting, taxation, auditing, including internal audit, to assess the quality of internal audit. By the guidelines of the International Internal Audit Professional Framework for complying with the compulsory components which should be practised every 5 years, the Company should comply;

  1. To enhance knowledge and understanding of workflow planning in detail, reviewing the flow chart, controlling points and risk assessment, audit program designing, auditing process and implementation, reporting, monitoring process in accordance to the IIA standard practises.
  2. To develop knowledge skills and competencies for employees who are responsible for internal audit processes with workshop training in relating to workflow planning in detail, reviewing the flow chart, controlling points and risk assessment, audit program designing, auditing process and implementation, reporting, monitoring process in accordance to the IIA standard practises
  3. To ensure that the internal auditor has been operating in accordance with the IPPF standards.

However, as of 31 December 2019, the Company is still in the process of assessing the quality of the internal audit and will report the evaluation results in the Sustainability Report 2021.

Report of Whistleblower for the year 2019

The Company has set and disclosed a policy for accepting complaints (Whistleblower Policy) on the company’s website to comply with the anti-corruption policy of the Private Sector Collective Action Coalition Against Corruption guidelines. The guidelines are set for receiving complaints including protecting the complainants as well. The Company has communicated and disclosed the channels for complaints as follows:

Link : https://www.muangthaicap.com/th/contact.php
Whistleblower Channels and Contacts

Any whistleblowing or complaints may be sent directly to the following channels;
To : Chairman of Audit Committee
Address : Muangthai Capital Public Company Limited
32/1 Jaransanitwong Road, Bangor, Bangplad, Bangkok 10700
Telephone : 02 880 1033
Email :whistleblower@muangthaicap.com

In 2019, the Company received 5 cases of whistleblowing reports through the whistleblowing channels as well as company’s social media channels.

Report of Whistleblowing Total 5 Cases Process
Fraudulent/Corruption 5 Investigated and Disciplinary Action Completed
Conflict of Interest - -
Human Right - -
Insider Trading - -
IT Security and Personal Data Privacy - -
Inaccuracy of Financial Reporting, Defective Internal Control and False Financial Statements - -
Other misconducts ex. Code of Conduct Violation, Wrongful Liability of Officers - -