The Board of Governors of the Stock Exchange of Thailand (SET) aims to conduct its business with the principles of good corporate governance in accordance with international standards, applying the principles of good corporate governance of the Organization for Economic and Co-operation Development (OECD) as main principles, supported by principles of good corporate governance for listed companies to enhance the confidence in the organization, transparency in the performance of work and the capability for competitiveness, and to take a leadership role for other organizations in Thai capital market.
SET Board of Governors (BoG) recognized an important of good corporate governance. Therefore, the Board of Governors has established the Corporate Governance and Code of Conduct Manual applied to all SET governors, committee members, advisors and employees. The corporate governance can be divided into 3 categories as follows;
Consideration of the Role of Stakeholders
The Board will perform their duties to ensure that the operation of the SET Group is transparent, and fair to all groups of stakeholders. The details of the practice guideline for the treatment of all groups of stakeholders are outlined in the Code of Conduct of the SET Group
Disclosure of Information and Transparency
The Board shall ensure that any disclosure of information to the public and stakeholders shall be done correctly, accurately, promptly and transparently through a readily accessible, impartial and reliable channel. The following information is information related to the operation of the SET Group, which the Board will undertake to disclose through the annual report and the website of the SET both in Thai and English.
The Role and Responsibility of the Board
The operation of SET are followed by the Securities and Exchange Act B.E. 2535 (1992) and all applicable law. The Board of Governors shall have the power and duty to formulate policies, supervise the operation of the Securities Exchange and perform any other function in accordance with this Act and the president has the duty to manage the operation of the Securities Exchange in accordance with the policy and rules and regulations of the board of directors of the Securities Exchange and has authority over the officers and employees of the Securities Exchange.
The detail of the scope of duty and responsibilities of the board of directors are stated in the Board Charter which is written about the structure of the board, duty and responsibility, the separation of the power and duty of the board and president, the prevention of Conflict of Interest, the meeting of governors, the evaluation of the board, the board’s remuneration and the development of governors.
The Corporate Governance and Social Responsibility Committee shall annually review the Code of Conduct to make sure it is adequate and appropriate. Any significant change has to be submitted to the board for approval.
As a center of capital market, our business rely depends upon the confidence among people. We realize to conduct our business with honestly, fairly and transparency. SET was written this code of conduct in Corporate Governance and Code of Conduct Manual applies to all SET governors, committee members, committee members, experts, advisors and employees adhere to the ethical principle in all our day-to-day dealings. The main principles are as follows;
Code of Conduct for Conducting Business
Code of Conduct for Governors, committee members, experts and advisors
As set forth in the SET Code of Conduct, SET Governors, committee members, consultants, and employees acknowledge and agree to adopt the ethical principles of the Code of Conduct in the performance of their SET duties and in their official dealings with others. This Code of Conduct imbues SET personnel with an ethical outlook that helps maintain the public’s confidence in SET as Thailand’s securities trading center. Strict adherence to the code’s principles by SET Governors, committee members, consultants, and staff reduces the likelihood of the use of insider information and conflicts of interest. Specifically, the Code prohibits any person connected with SET from using any SET information obtained through the performance of their duties to benefit themselves or other persons, and from taking part in or concealing any act that may cause a conflict of interest with their duties, or taking part in any other illegitimate act that prevents them from performing their duties in an equitable and ethical manner.
Practices on securities trading by SET Governors and employees
To foster public trust in the Stock Exchange of Thailand, the SET’s Board of Governors has stipulated the securities trading practices that Governors and staff are required to follow. These practices require that subscription to and trading of securities must be done honestly, without exploitation of confidential information or misuse of authority or position. SET Governors and employees are required to follow specified procedures in the acquisition or disposition of listed securities. Governors must report on their securities holdings or those of their spouses, cohabiting couple or minor children; such reports shall remain confidential. All employees are required to seek prior written approval from their supervisor before performing any securities transaction. Also, employees may sell securities only after they have been held for 30 or more days.