Principle 1: Recognizing the Role and Responsibilities of the Board as Organizational Leaders Creating Sustainable Value

The Board of Directors is central to ensuring good corporate governance. Comprising individuals with expertise and experience, the Board maintains independence in decision-making and is accountable for performance to maximize the company's benefits. The Board must act with honesty, transparency, and diligence, avoiding conflicts of interest to build trust among shareholders and investors.

The Board of Directors is central to ensuring good corporate governance. Comprising individuals with expertise and experience, the Board maintains independence in decision-making and is accountable for performance to maximize the company's benefits. The Board must act with honesty, transparency, and diligence, avoiding conflicts of interest to build trust among shareholders and investors.

Principle 2: Establishing the Company's Purpose and Key Goals for Sustainability

The management team develops and presents the company's business direction, organizational strategic plans, annual work plans, budget framework, and workforce planning to the Board of Directors for approval as part of the annual operating plan. Alongside this, the company assesses risks and prepares for future scenarios, with a strong emphasis on sustainable development.

The company mandates an annual review of strategic plans and work objectives, at least once per year. In addition, short-term, mid-term, and long-term business strategies are established to ensure sustainable business growth.

Principle 3 : Enhancing an Effective Board of Directors

The Board of Directors is responsible for establishing and reviewing the board's structure, considering the appropriateness of its composition and the proportion of independent directors, as well as the diversity of qualifications such as experience and skills. The board consists of no fewer than 5 and no more than 12 members; currently, it has 9 directors, with at least one-third being independent directors. The structure may be adjusted as needed based on the size and complexity of the business.

Principle 4 Recruitment and Development of Senior Executives and Personnel Management

The Board of Directors has established a recruitment policy for the Chief Executive Officer (CEO) and senior executives, specifying basic qualifications to select candidates both internally and externally. The objective is to ensure a pool of personnel who can assume responsibilities in case of the CEO's inability to perform, the end of their term, or any other vacancy, thereby minimizing the risk of disruption in management. The company has implemented succession planning and career progression strategies, with suitable candidates undergoing review by the Nomination and Remuneration Committee.

Additionally, to maximize the benefits of selecting the CEO and senior executives, the Board has tasked management with overseeing training and knowledge development for senior executives, including job rotation to enhance experience and readiness for organizational management. Individuals meeting the specified criteria are eligible to apply for the positions of CEO and Deputy CEO.

Principle 5: Promoting Innovation and Responsible Business Practices

The company is committed to caring for all stakeholders, including shareholders, customers, partners, competitors, employees, creditors, government agencies, and the broader community and society. The aim is to ensure that all stakeholders receive their legal rights and are treated fairly. The Board of Directors has established policies and guidelines to promote human rights, fair labor practices, and the prevention of intellectual property and copyright infringement. The company also fosters collaboration with stakeholders for sustainable development and has established channels for reporting illegal actions, violations of the code of ethics, or potentially corrupt behavior within the organization.

Furthermore, the group of companies has consistently organized activities to instill the anti-corruption policy and best practices across the group on an annual basis. The company emphasizes socially responsible business operations, as demonstrated by New Biodiesel Co., Ltd., a subsidiary of Phetchsrivichai Enterprises Public Company Limited, receiving several awards, including the CSR-DIW Award 2021, the Thailand Energy Awards 2020, the ASEAN Energy Awards 2020, and many others.

The company has instilled and emphasized as part of its corporate culture that employees at all levels must always be mindful of preventing negative impacts on the environment, community, and society or minimizing such impacts as much as possible. The company ensures that processes are in place for monitoring and overseeing activities to ensure credibility and compliance with international standards. The company is committed to continuous improvement of its systems to meet international standards of quality.

• 1) New Biodiesel Co., Ltd., which operates a palm oil extraction and refining plant, has received ISO 9001:2015 certification for quality management, ISO 14001:2004 certification for environmental management, RSPO SUPPLY CHAIN certification, GMP, KORCHER, and HALAL standards.


• 2) P.K. Marine Trading Co., Ltd., which operates warehouse and port services, has received ISO 9001:2015 certification for quality management.

Promoting Innovation and Responsible Business Practices

Principle 6: Ensuring an Appropriate Risk Management and Internal Control System

Risk Management Policy

The Board of Directors ensures that the company has a comprehensive risk management system covering all aspects related to the business. The COSO-ERM standard is used to assess and manage risks from both internal and external factors. Clear preventive measures, corrective actions, and responsibilities are established. A corporate-level risk management team is appointed to analyze and monitor risks, reporting the performance based on key indicators to the Executive Committee at least once a month.

The Enterprise Risk Management Committee oversees risk management in cooperation with the management team, continuously reporting to the Board of Directors. The effectiveness of risk management is reviewed and evaluated at the departmental level quarterly and at the corporate level annually or when there is a significant change in risk levels.

Internal Control Policy

The Board of Directors has implemented an internal control system covering financial, operational, and legal compliance aspects. Effective checks and balances mechanisms are in place to safeguard shareholders' investments and the company's assets. A clear hierarchy and an approval authority matrix are established to systematically distribute power and responsibility. Written operational procedures serve as standard references, ensuring all activities are traceable. The internal audit office is responsible for auditing the operations of all departments to ensure compliance with the company's regulations and policies.

Subsidiary and Joint Venture Governance Policy

The company has implemented a governance policy for its subsidiaries and joint ventures. The company's executives, who serve as representatives on the boards of subsidiaries and joint ventures, must acknowledge their duties and responsibilities as outlined in this policy. These representative directors, acting on behalf of the Board of Directors, must regularly report the performance of the companies they serve to the company's Board of Directors.

The company has also established guidelines for overseeing the operations of its subsidiaries and associated companies, collectively referred to as "joint ventures."

Principle 7:Maintaining Financial Credibility and Information Disclosure

The company is committed to disclosing both financial and non-financial information accurately, comprehensively, and in a timely and transparent manner through easily accessible channels. These efforts aim to ensure fairness, reliability, and transparency. The company's practices are outlined as follows:

• 1. Equal Access to Information The company is dedicated to providing equal information to shareholders, financial institutions, securities companies, investors, as well as the general public. Transparency, accuracy, completeness, timeliness, and consistency are prioritized in communications. The disclosure policy covers all communication channels, such as the annual report, quarterly performance reports to analysts and general investors, press releases, shareholder letters, the company's website, and other media.


• 2. Confidentiality of Sensitive Information The company does not disclose any material information that has not yet been made public to unauthorized employees, groups, or any individuals (including investors, media, and analysts). Such information will only be made available after it has been publicly disclosed.


• 3. Avoidance of Insider Trading The company avoids sharing performance information that may affect stock prices or benefit specific individuals, particularly in the period before the financial statements are submitted to the Stock Exchange of Thailand (SET).


• 4. Investor Relations Function The company assigns the Investor Relations unit to be the primary contact point for shareholders, analysts, investors, and other individuals seeking information regarding the company's financial status, performance, or any transactions that may impact the company.

Principle 8: Promoting Participation and Communication with Shareholders

The company recognizes and values shareholders' rights, ensuring that all actions uphold their interests as business owners. Shareholders are encouraged to exercise their rights, particularly by participating in annual and extraordinary general meetings to cast votes on key issues. The board promotes shareholder involvement and avoids any actions that may infringe upon or diminish their rights. The following practices have been established:

• 1. Right to Buy, Sell, and Transfer Shares Shareholders have the right to buy, sell, and transfer their shares freely, as well as the right to receive dividends from the company's profits.


• 2. Right to Access Information Shareholders are entitled to receive adequate and timely information in an appropriate format to make informed decisions on matters affecting both the company and themselves.


• 3. Right to Participate in Meetings and Vote Shareholders can attend and vote in general meetings on important matters, such as the appointment of directors to represent them, the appointment and remuneration of auditors, and decisions regarding significant changes within the company as defined by law or company policy. The company facilitates and encourages shareholders, including institutional investors, to attend and participate in these meetings.


• 4. Other Legal Rights Shareholders are entitled to all other rights as provided by law, ensuring they are fully respected and upheld.