Corporate Governance

Mr. Charoen Sirivadhanabhakdi, Chairman of the Board of Directors/Chairman of the Executive Board

 

Berli Jucker Public Company Limited (BJC") is dedicated to conduct business operations in a transparent, accountable, and secured manner, ensuring that BJC operate in accordance with good business ethics and moral standards, making ethical decisions, to align the interests of all relevant stakeholders to the companies. This commitment derived from a strong believes that good corporate governance and business ethics is the foundation to a strong and successful business operations, integrating the principles of fairness, accountability, responsibility, transparency, which reflect the respect of stakeholders' rights. Together with sustainability throughout day-to-day operations, allowing for an effective identification, mitigation andmanagement of potential corruption, fraud, briberies, and other business violations, safeguarding corporate trusts, credibility, fostered through a corporate wide good corporate governance culture and effective monitoring and reporting channels. On the other hand, it helps avoid financial loss from fines, penalty throughout all operations in the supply chain. In addition, good corporate governance also safeguards against potential environmental and social violations (such as human rights), ensuring that all operations uphold the same high standards of operations, free from sustainability violations. 

 

The Board of Directors (BOD) is responsible to uphold good corporate governance and ethical standards throughout all operational management, achieved through making independent decisions, with the objective to attain the most beneficial outcome for BJC and all relevant stakeholders. The Board of Directors is accountable for determining and overseeing the creation and implementation of strategies, policies, procedures, objectives, missions, and company direction, to ensure that all employees are working towards a common objective as the company, to drive the business forward.

 

Furthermore, the Board of Directors have long recognized the importance of good corporate governance and its relationship to sustainability, and have always strived to operate on an excellent level, evident through the corporate values, principles, and standards, fostered through various established corporate wide policies and guidelines, such as, Codes of Business Conducts, Anti-Corruption Policy, and Supplier Code of Conduct. These policies are continuously enforced upon all employees from day one, integrated into the training they received during orientation. Training of such policies also extends to all employees under BJC’s controls, including part-time workers and contractors. These policies are also continuously reviewed and updated to align with changing market environments. To ensure that all suppliers and business partners understand BJC’s values, principles and standards, BJC offer values in both Thai and English language.

 

 

 

 

 

Board of Directors Structure

Berli Jucker Public Company Limited: Management Structure 

Chaired by Mr. Charoen Sirivadhanabhakdi, the Board of Directors consists of 13 members, consisting of 9 independents, 2 executives, and 2 other non-executives. Each member is accountable for a distinct operation, allocated in accordance with their respective specific knowledge, expertise, and qualifications for the position in compliance with the Global Industry Classification Standard (GICS), in addition to Consumer Staples, enabling seamless business operations in response to corporate strategy and stakeholder demands (The number of independent directors is 9, which is counted accordingly to DJSI's criteria - excluding Prof. Prasit Kovilaikool and General Thanadol Surasak).

 

To effectively integrate good corporate governance and sustainability consideration throughout the value chain, members of the Board of Directors are selected by the Nomination and Remuneration Committee, in compliance with the Charter of Nomination and Remuneration Committee, selecting members based on individual’s ability to conduct their respective roles and responsibilities, which does not discriminate against an individual board member’s gender, race or ethnicity, or nationality, country of origin or cultural background. BJC also supports women serving on the board of directors, evident from the number of 3 members (23.08% of the Board of Directors), including, Miss Potjanee Thanavaranit, Mrs. Thapanee Techajareonvikul and Associate Prof. Pimpana Srisawadi.

 

The average tenure of board members is 11.15 years, based on 13 members of the Board of Directors.

In 2023, the Board of Directors' has set a yearly schedule in advance as follows:

No.

Board of Directors' Meeting in 2023

1

Wednesday 22 February (10.30 A.M.)

2

Monday 27 March (02.00 P.M.)

3

Wednesday 10 May (10.00 A.M.) 

4

Wednesday 9 August (10.30 A.M.)

5

Wednesday 8 November (10.30 A.M.)

The Company has a yearly target of a minimum of attendance for the Board of Directors, at not less than 75%. 

Board of Directors

 Date of Appointment

 Number of attendance (Times)

1. Mr. Charoen Sirivadhanabhakdi

19 Dec 2001

5/5

2. Prof. Pirom Kamolratanakul, M.D., M.Sc.

11 May 2016

5/5

3. Ms. Potjanee Thanavaranit

14 Nov 2017

5/5

4. Mr. Thirasakdi Nathikanchanalab

1 Aug 2002

5/5

5. Mr. Prasert Maekwatana

1 Jan 2008

5/5

6. Mr. Sithichai Chaikriangkrai

26 Dec 2001

5/5

7. Mr. Tevin Vongvanich

12 Nov 2019

5/5

8. Police General Krisna Polananta

23 Feb 2012

5/5

9. Mr. Rungson Sriworasart

11 Nov 2015

5/5

10. Associate Prof. Kamjorn Tatiyakavee, M.D.

15 Feb 2017

4/5

11. Associate Professor Pimpana Srisawadi, DBA

22 Apr 2021

5/5

12. Mr. Aswin Techajareonvikul

26 Apr 2007

5/5

13. Mrs. Thapanee Techajareonvikul

26 Apr 2018

5/5

Remark: (1)  General Thanadol Surarak resigned from Independent Director, effective February 1, 2024.

             (2)  Prof. Prasit Kovilaikool resigned from Independent Director, effective February 21, 2024.

             (3)  The number of times the directors attended the meeting was 98.46%

 

The BJC Board of Directors includes both independent and executive members from various committees. Among these is the Sustainable Development Committee (SDC), which oversees sustainability management, corporate governance, and business ethics. To assist the board, the Management Board was established, chaired by CEO and President Mrs. Thapanee Techajareonvikul, along with nine senior management executives, top executives and presidents, representing all BJC business units. This board ensures that good corporate governance, transparency, and sustainability are integrated into all of BJC’s activities and decisions.

Furthermore, the BJC Board of Directors appointed Prof. Pirom Kamolratanakul, M.D., M.Sc., as the Independent Lead Director for BJC Group, responsible for providing independent opinions on board decisions. Members of the Management Board are nominated and reviewed by the Nomination and Remuneration Committee, in accordance with its charter, before being appointed by the Board of Directors through a transparent process. It is mandated that the Chairman of the Board and the CEO must be independent of each other, preventing any single individual from holding both positions and thus avoiding an imbalance of power within BJC.

According to the criteria set by the Stock Exchange of Thailand (SET), which require that one-third of the directors be independent (at least three individuals), BJC targets to maintain a board where one-third of its members are independent directors, with a minimum of three such directors at all times.

 

Furthermore, the Management Board is accountable to ensure a seamless business operation, in line with established policies, targets and long-term strategies approved by the Board of Directors. The Management Board is responsible for the overall performance, cost control, and investment budgeting as approved in BJC’s annual plans. The performance of the board of directors is assessed through both self-assessment and independent external party verification, conducted annually in compliance with assessment criteria of the Stock Exchange of Thailand (SET). The self-assessment covers three key criterias, (1) The appropriation of structure of the Board of Directors to operate efficiently, such as ensuring that board members consists of members with relevant industry experiences, have appropriate number of members, and have appropriate number of independent members per applicable requirements. (2) Board of Directors Meeting, such as meeting attendance, and avoid conflict of interest, and (3) Roles and Responsibilities of the Board of Directors, such as  Internal management, Risk Management, and Financial management. In 2023, the independent external party verification was conducted by LRQA (Thailand). A similar performance assessment approach is conducted for the Management Board, where the performance is assessed against nine key criteria's, such as, effective management, implementation of corporate strategy and plans, performance of implementation, relationship building and corporate image improvement, and sustainable management.

 

To achieve this, the Board of Diretors appointed five sub-committees to work under the Board of Directors to achieve a coherent collaboration with multiple parties to achieve sustaianble business growth. The subcommittees comprise of, 

1) Nomination and Remuneration Committee 

2) Audit Committee 

3) Sustainable Development Committee 

4) Risk Management Committee, and 

5) The Executive Board

 

Significant Changes of Board of Directors 

In 2023, in compliance with DJSI CSA requirements to report on the current composition of the Board of Directors (BOD), please see the following documents for significant changes to the BOD. 

 

Board Diversity

Selecting individuals to serve on the board requires a meticulous process that aligns with BJC’s strategic goals. The selection criteria encompass a wide array of attributes: qualifications, profession, skills, age, experience, gender, ethnicity, religion, origin, expertise, and necessary abilities. Diversity in these attributes ensures a rich mix of perspectives and ideas, fostering innovation and comprehensive decision-making.

The process involves evaluating candidates who not only possess the necessary qualifications but also bring diverse experiences and viewpoints. This diversity contributes to creating value and achieving strategic objectives. Recommendations for board appointments or additions are thoroughly assessed and presented to board meetings and/or shareholder meetings for approval, ensuring that every appointment aligns with the company’s long-term vision.

BJC recognizes the importance of diversity amongst employees of all levels, valuing, and accepting all individual differences such as age, gender, race, ethnicity, and nationality, country of origin or cultural background. This priority is reflected in both the ‘WINNING’ corporate culture, and the ‘CDSH’ corporate values, where diversity is celebrated, encouraged and respected throughout the organization, achieved through the provision of equal opportunities throughout the human resource management process, through to safeguarding good and fair welfares based on performance. This fair treatment and selection of individuals is also reflected in the selection of board members, where board members are selected based on diverse qualifications, including knowledge, capabilities, skills, expertise, and expertise useful for the company, ensuring the capability and diversity of the board of directors to effectively govern the company.

 

Remuneration Process

The process of determining remuneration & compensation involves the creation and assessment of criteria for directors, Chief Executive Officer and President, Business President, and other roles that are equivalent. These criteria are then presented to the Board of Directors for their approval. After that, the annual compensation and bonuses for these positions are evaluated, and recommendations are made to the Board of Directors and/or shareholders for their approval.

 

Every year as regular basis, the Board of Directors conducted self-assessments of their performance in accordance with the roles, duties, and responsibilities that they were responsible for. In addition, the company engage LRQA, an independent third party to conduct assessments of the board's performance in 2023 to ensure that the board will perform effectively. 

 

CEO Salary & Benefits: Assessment Criteria

 

Berli Jucker Chief Executive Officers and President Performance Assessment:

BJC firmly believes that the Chief Executive Officer (CEO) and president holds a critical role in driving business operait BJC firmly believes that the Chief Executive Officer (CEO) and president holds a critical role in driving business operaitons forwards towards achieving the vision “to be a provider of integrated supply chain solution in the region, providing top quality products and services that are involved in the everyday life of people”, creating value for all stakeholders, while achieving long-term and sustainable organizational success.

 

To uphold a high operational standards, conducted in acordance with good corporate governance, business ethics and anti-corruptions principles, and to ensure that the accountability of the Board of Director's are aligned with that of shareholder's, BJC has established an evaluation process to measure and analyze the performance of the Chief Executive Officers (CEO) and President on an annual basis. This permits company Directors to review and evaluate the performance outputs and achievements of the CEO and President to against identified material issues in conducting their responsibilities during the reporting year. This enables the CEO and President to identify improvement opportunities to increase effectiveness and efficiency to member of the Board of Directors. CEO and President performance are evaluated based on nine key assessment criteria’s which such as, policy and strategy management and strategy implementation, financial performance, sustainability management, and personal attributes, etc., encompassing all requirements to good corporate governance. Furthermore, in alignment with BJC’s commitment to transition towards sustainability, BJC has also integrated sustainability considerations into the CEO and president’s performance assessment such as promoting environmental friendliness, including minimizing global warming, ensuring that sustainability considerations are included in all strategic decisions.

 

In addition, when assessing financial performance, indicators related to BJC's business performance, such as Return on Equity (ROE) and business growth are taken into account. ROE determines the CEO and president's efficiency in allocating shareholder capital to work and generating value for shareholders, as BJC holds the responsibility to all relevant stakeholders. Business growth rate are evaluated by comparing the annual growth rate to other peers in the retail industry from professional and reliable sources such as a research center or a financial institute, provides a benchmark for retail growth rate for the current period which BJC also uses through its comparisons.

BJC strives to be the market leader in order to obtain a sustainable return by creating a self-reinforcing cost advantage that competitors find difficult to replicate. When developing the company's long-term strategy, BJC takes into account the aforementioned metrics such as ROE, business growth rate, and etc. Additionally, the CEO and president will play a critical role in promoting the company's goal by driving an effective management ahead.

In 2023, the mean and median annual remuneration, including bonuses and fringe benefits, of employees in the core supply chains of the Company and its subsidiaries (i.e. packing supply chain, consumer supply chain, modern retail and its business partner group) range from Baht 249,700-389,557 per person whereby the CEO annual compensation is approximately 62-98 times higher. The mean and median annual remuneration has increased from the previous years in accordance with better business performance of the company in the past year. On forwards achieving the vision “to be a provider of integrated supply chain solution in the region, providing top quality products and services that are involved in the everyday life of people”, creating value for all stakeholders, while achieving long-term and sustainable organizational success.

To uphold a high operational standards, conducted in accordance with good corporate governance, business ethics and anti-corruptions principles, and to ensure that the accountability of the Board of Director's are aligned with that of shareholder's, BJC has established an evaluation process to measure and analyze the performance of the Chief Executive Officers (CEO) and President on an annual basis. This permits company Directors to review and evaluate the performance outputs and achievements of the CEO and President to against identified material issues in conducting their responsibilities during the reporting year. This enables the CEO and President to identify improvement opportunities to increase effectiveness and efficiency to member of the Board of Directors. CEO and President performance are evaluated based on nine key assessment criteria’s which such as, policy and strategy management and strategy implementation, financial performance, sustainability management, and personal attributes, etc., encompassing all requirements to good corporate governance. Furthermore, in alignment with BJC’s commitment to transition towards sustainability, BJC has also integrated sustainability considerations into the CEO and president’s performance assessment such as promoting environmental friendliness, including minimizing global warming, ensuring that sustainability considerations are included in all strategic decisions.

 

In addition, when assessing financial performance, indicators related to BJC's business performance, such as Return on Equity (ROE) and business growth are taken into account. ROE determines the CEO and president's efficiency in allocating shareholder capital to work and generating value for shareholders, as BJC holds the responsibility to all relevant stakeholders. Business growth rate are evaluated by comparing the annual growth rate to other peers in the retail industry from professional and reliable sources such as a research center or a financial institute, provides a benchmark for retail growth rate for the current period which BJC also uses through its comparisons.

BJC strives to be the market leader in order to obtain a sustainable return by creating a self-reinforcing cost advantage that competitors find difficult to replicate. When developing the company's long-term strategy, BJC takes into account the aforementioned metrics such as ROE, business growth rate, and etc. Additionally, the CEO and president will play a critical role in promoting the company's goal by driving an effective management ahead.

 

Leadership Succession Planning

A robust succession plan is critical for key leadership roles such as Chairman, CEO, and Managing Director. BJC's governance framework includes evaluating and proposing qualified candidates for these positions. Potential successors are identified based on their experience, leadership qualities, and alignment with BJC’s strategic goals. Succession planning is not merely about filling positions but ensuring continuity and stability in leadership. It involves regular assessments and readiness plans to ensure that BJC is never caught off-guard by sudden leadership changes. The board continuously evaluates potential candidates and presents their recommendations for approval in board meetings, ensuring that leadership transitions are smooth and strategically aligned.

 

Long-term Incentive

As an incentive and compensation for CEO, executive officers and employees of the company and/or relevant subsidiaries to motivate all employees to work to their fullest potential for the benefit of the company and shareholders, BJC offers and issues the warrants to purchase the ordinary shares of the Company (“Warrant”) under the BJC Employee Stock Option Scheme 2018 (BJC ESOP 2018 Scheme), which is still offered throughout 2023. The incentive also aims to retain executives who exhibited outstanding performance to continue working for the company in the long run to achieve the set business goals. Details of the ESOP 2018 Scheme is available in the Form One Report 56-1 2023, Part 2 Page 47/160 (PDF Page 228). In regards to CEO and other executive officers, they are also eligible to the ESOP, where by 2032, BJC requires CEO and top executives to hold stock ownership in the company of not less than 6 and 15 times respectively of their annual base salary. Furthermore, BJC also have a 5 year performance period applied to evaluate variable compensation (based on predefined targets, either relative or absolute), covered in executive compensation plan, while the CEO holds a 5 year time vesting period for variable compensations, incentivising them to drive operational growth accordingly. Finally, 0 percent of the CEO's short-term incentive are deferred in the form of shares or stock options. 

Moreover, BJC established the clawback policy as a guideline for directors, executives, and employees to perform their respective duties with responsibilities, prudence and honesty, in compliance with applicable laws, company regulations, and the resolutions of the board of directors and stakeholders. The clawback policy was established in conformance to the Public Limited Companies Act B.E. 2535 (1992), Section 85, and the Securities and Exchange Act B.E. 2551 (2008), Section 89/7, 89/18, 89/19 and 281/2.

The policy states that BJC holds the right to reclaim return which executives have received or reduce future returns in the event a director or executive is found to perform misconduct, caused damage to BJC, or cause benefits to themselves or to those involved.

In the event that an executive is fired, terminated or discharged with fault, BJC can reclaim any returns or benefits that have not been exercised. The clawback of an executive is subject to review and approval by the Management Board, unless the executive is a member of the Management Board, the Executive Board will be in charge of the review and approval.

Shareholding Number of Share in 2023
CEO and President None
Executives* 27,000

 *Mr. Vichein Rungwattanakit holds 27,000 shares, the multiple of base salary is 1.08

 

Climate Related Management Incentives

In addition, to support BJC’s continued transition towards sustainability and to foster the corporatewide 1+5 Strategy, and Net Zero by 2050 target, BJC has integrated Climate-Related incentives as part of the KPI’s, which starts from the highest management level and are cascaded down to each relevant subsidiaries, departments, working teams, and individuals. Details are as follow,

 

                   Management Level                                                                              Type of Incentive                                                                              Incentivized KPIs                                                                              Details                   

Chief Executive Officer (CEO)

                                          

                   Monetary                   

                               

Emissions reduction

                     

BJC has established key performance indicator or achievement index (KPI) for CEO to oversee sustainability efforts. This involves fostering environmental friendliness by reducing both direct and indirect Greenhouse Gas Emissions (GHG), under the sustainability management and succession planning criteria.  This incentive drives BJC to achieve the corporatewide target to be Net Zero by 2050.

             

         Executives Officers         

              

     Monetary     

     

Emissions reduction

 

BJC had established key performance indicator or achievement index (KPI) for the management board member, and the president of business unit. The company has set KPIs for executives based on the nature of the business that executives oversee in order to set KPIs accordingly. For example, KPIs for senior executives in charge of the packaging business has a goal to reduce GHG Scope 1&2 per unit of product produced in order to reduce the carbon footprint product.

             

Manager

 

Monetary

 

Energy reduction

 

BJC had established key performance indicator or achievement index (KPI) for business unit managers to take responsibility for the performance that drove the reduction of energy consumption to lessen the impact of higher electricity bills in 2023, hence; reducing the cost of doing business and GHG scope 2 production

 

 

Code of Conduct

 

BJC established code of business conduct for executives, directors and all employees to understand the ethical standards that the company uses in its business operations as the company believes that the ethical guidelines are an important tool in enhancing the transparency of the company's operations. This will lead to confidence in investors or all relevant parties, including the better performance of executives, directors and employees. Key issue in the code of business conduct as follows:

- Conflicts of Interest           - Anti-Competitive Practice and Antitrust
- Anti-Corruption and Bribery  - Whistleblowing
- Human Rights, Equality and Discrimination     - Information Security& Cybersecurity
- Trading Security and Insider Trading     - Internal Control and Audit, and Accounting and Financial Report
- Responsibility to Stakeholders - Employee Treatment 
- Social Responsibility - Safety, Occupational Health and Environment

 

Additionally, the code of conduct also extends to joint ventures. In 2022, the code of conduct covers 100% of joint ventures, 100% of joint ventures has provided written/digital acknowledgement of the code of conduct, and 100% of joint ventures has been provided with training of the code of conduct. 

 

Anti-corruption and Whistleblowing

As part of BJC’s commitment to conduct business under Good Corporate Governance practices, BJC developed a corporate-wide Anti-Corruption Policy, evidencing BJC's commitment to controlling and managing risks against all illegal activities such as corruption within the organization. The policy was developed in accordance with applicable policies, and the Thai Anti-corruption laws which is overseen by the group Human Resource Department and all Business units, requiring that all senior management, directors and employees, strictly adhere to the policy, which clearly states that employees shall not engage with any form of fraud or bribery, and follow protocols instructed regarding the actions of giving or accepting gifts and entertainment. Furthermore, the policy is governed by the legal and HR department, whom routinely consolidates data for further development. To ensure accurate compliance to the policy and business ethics, BJC provide all essential information and training to all employees, assessing employees understanding, with emphasis on new employees to ensure that they understand the significance of the policy as outlined. Moreover, BJC continues to communicate with business partners and relevant stakeholders to encourage and foster awareness regarding this issue, contributing to BJC’s intention to create a culture of integrity, absent from any forms of frauds and corruption, fostering a successful and sustainable growth of this business

 

To protect the privacy and confidentiality of whistleblower and reported information. Whistleblowers are protected in conformity with the Organic Act on Anti-Corruption 2018*, ensuring the complete and lawful protection of whistleblowers, which is adapted by BJC to develop appropriate internal process, as disclosed in the Anti-corruption and Bribery Policy, clause 4 of the Anti-Corruption and Bribery measures, ensuring complete protection of whistleblowers. In addition, access to reported information is strictly restricted to authorized individuals and departments, including relevant business unit heads and the centralized independent audit committee. Incident information is reported to the management for review and managed accordingly. Should the information be classified as a higher case, e.g., involved the management themselves, the incidents will be escalated to the centralized independent audit committee for process.

 

Appropriate disciplinary actions and training are implemented accordingly to prevent any reoccurrence of violations within BJC. In 2023, BJC is continuing an investigation training workshop for all business unit executives, to improve working process and audit guidelines to prevent frauds, emphasizing on wholesale business-to-business (B2B). The Lost and Prevention (LP) department is responsible for conducting the workshop, providing knowledge sharing of various cases, communicated to each branch’s monthly, and conducts training twice a month. For cases that violate applicable laws, BJC will take necessary legal actions accordingly to discipline the individual, including termination of employment.

 

Breach Case

Breaches and violations of the Corporate-wide Code of Conduct are considered major compromises to BJC business practices. As a result, all breaches are addressed promptly and in accordance with applicable laws, regulations, and standards, which may result in corrective action plans in the form of disciplinary actions such as legal action and termination of employment to discipline individuals and resolve cases within the reporting year. The Human Resource Department closely monitors employee compliance with the Code of Conduct, and the Loss and Prevention Department oversees retail compliance. All employees are encouraged to actively report Code of Conduct breaches and suspicious breaches through established channels, such as whistleblower, to the investigation team, which includes representatives from Human Resources, Group Audit Department, Legal, and the relevant Head of Business Unit where the incident occurred.

 

Total Number of Substantiated Breach against the Code of Conduct 2023

Reporting Areas  Number of Breaches in 2023
Substantiated corruption and/or bribery cases  128
Cases involving discrimination and/or harassments 0
Cases involving customer privacy data  0
Cases involving conflicts of interests  0
Cases involving money laundering and/or insider trading  0
Coverage 100%

 

Total Number of Information Security/Cybersecurity Breaches

Reporting Areas  Number of Breaches in 2023
Total number of information security breaches  1
Total number of clients, customers and employees affected by the breaches 0

 

Action to manage Risk related to Cybersecurity

Preventive Actions

To fortify the protection of sensitive and critical company data, several proactive measures will be implemented. These include enhancing the existing data loss prevention system, deploying anti-malware and ransomware systems to mitigate unauthorized access, and enforcing strict access controls. Measures such as disabling USB access at specified locations, implementing time-based user and password restrictions, and promptly suspending access after designated periods will be enforced. Additionally, a comprehensive data classification process will be established to manage and control access to sensitive data effectively. Regular educational initiatives will also be conducted to enhance user awareness and foster a culture of vigilance against data theft and fraud.

Detective Actions

To bolster our threat detection capabilities, proactive tools such as CrowdStrike and Cyber Command will be utilized. These systems will continuously monitor and preemptively identify potential malware, viruses, and other security threats. Furthermore, an additional N-SOC team will be established to oversee and respond to any detected instances of malware or cyber attacks swiftly. These measures aim to enhance our ability to detect and mitigate cybersecurity risks in real-time, ensuring robust protection of organizational assets.

Corrective Actions

In response to recent updates and standards, corrective measures are underway to streamline operational protocols. This includes updating the call tree process for the new CMST to align with current best practices. Additionally, a coordinated effort is in progress to review and revise Business Continuity Management Plans (BCPs) across all departments. These actions are designed to enhance organizational resilience and ensure that response strategies are optimized to mitigate operational disruptions effectively.

 

Starting from 2022, BJC mainly prioritizes cases involving fraudulent activities, such as theft, fraud, and embezzlement. Based on these variables, the number of corruption and bribery cases that violate the BJC's code of conduct in 2023 can be categorized as follows.

  • Cases caused internally by BJC employees under BJC's control, including all BJC Big C employees, housekeepers, and security officers, for which BJC has operational responsibility.
  • Cases involving employees who have passed the probationary employment period established by BJC Big C Group.
  • Cases are classified as significant when they result in at least 5,000 baht in financial harm, with an assumption that anything less than 5,000 baht can be readily controlled using current corruption and bribery control procedures, and thus no longer considered serious.

 

Corporate Governance Documents


Economic
PDFAppointment of CEO and President
264.54 KB 
PDFNotification to SET Khunying Wanna
256.16 KB 
PDFNon-Executive Directors and Independent Directors other Mandates
160.46 KB 
PDFIndependent Director Criteria
176.34 KB 
PDFBJC Thailand Operation Revenue
149.54 KB 
PDFAnti-Corruption and Bribery Policy
147.55 KB 
PDFSustainable Development policy
131.42 KB 
PDFClawback Policy
133.02 KB 
PDFExecutive Compensation Integration
929.12 KB 
PDFWhistleblowing Policy
221.92 KB 
PDFThe Annual Compensation of All Employees
145.32 KB 
PDFBJC Major Shareholders
161.79 KB