Corporate Governance and Business Ethics
Importance and Mission
PTTEP believes business sustainability will enable the Company to achieve its vision of becoming the Energy Partner of Choice. Such demands the appropriate creation of value for all stakeholders and the fostering of mutual growth. With this belief, the Company lays out the sustainability framework as a common working approach. The framework is geared towards the status of High Performance Organization (HPO); Governance, Risk Management and Compliance (GRC); and Stakeholder Value Creation (SVC). In other words, it outlines the path for PTTEP to become a "Smart, Good and Responsible" citizen.
Governance, Risk Management and Compliance (GRC)
PTTEP sees the need of the integration of Governance, Risk Management and Compliance (GRC) to warrant the effectiveness of the Company's operations and adherence to regulations, rules, policies and ethics. This will establish confidence among directors, executives, all staff members and stakeholders and drive the Company towards corporate goals in a sustainable manner. With the goal of becoming a GRC role model for Thai listed companies by 2030 through 2 essential GRC long-term strategies, namely, Smart Assurance and GRC in Common Sense which the former aims to effectively and concisely integrate assurance processes, while the latter focuses on cultivate GRC in employee mindset to be aware, accept and implement GRC in daily operation and key decision making. PTTEP is also willing to extend and share the GRC practices to its business alliances and interested organizations. The collaboration among teams from Governance, Compliance, and Internal Control unit and Risk Management unit has been established to drive GRC-promotion programs throughout the Company that highlight governance, risk management and compliance (GRC Management System) which the governance structure is designed accordingly to the Three Lines Model as follows:
- First Line Roles are all units which must ensure sufficient and suitable risk management for their own departments and full compliance to relevant laws and regulations.
- Second Line Roles are units responsible for the overall picture of laws, regulations and policies applicable to the operations. Such units must set rules and ensure compliance to relevant laws, regulations and policies.
- Third Line of Roles are the Internal Audit Division and external auditors who must independently inspect all work systems in both the First and Second Line Roles
External independent experts are entrusted to regularly evaluate the Company's GRC performance. For instance, GRC Maturity Assessment and the assessment of Good Corporate Governance. Internal control assessment is also carried out, guided by the framework of the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The GRC performance is also audited by the Third line of defence or the Internal Audit unit in accordance with risk levels at a particular period. In 2020, PTTEP found zero non-compliance incidents with significant impacts on PTTEP's business.
More information on risk and crisis management and compliance is available at:
PTTEP realizes the significance of Corporate Governance (CG). The Board of Directors and executives are required to take the lead and be role models. They must provide suggestions, communicate and promote the knowledge and understanding about CG and PTTEP's Business Ethics among employees and other related organizations.
Find further information regarding PTTEP's CG practices involving, for example, Company's By-Laws, Good Corporate Governance and Business Ethics of PTTEP Group Handbook, Board of Directors, Reporting and Whistleblowing Protection, CG Assessment in Corporate Governance and Business Ethics webpage. Opinions and recommendations can also be sent directly to independent directors via this email address: IndependentDirector@pttep.com, or directly contact our Corporate Secretary at CorporateSecretary@pttep.com.
PTTEP's anti-corruption policy is part of PTTEP's Corporate Governance and Business Ethics, highlighting the Company's zero tolerance to all forms of corruption and without exception and full compliance to the anti-corruption laws in the countries of operations. Details of corruption prevention measures appear in the annual report's Corporate Governance Section and the Company's website, Corporate Governance and Business Ethics. (Part 3: 07 Anti-Corruption Measures).
PTTEP establishes the whistleblowing and protection protocol, to ensure an efficient, transparent and fair complaint handling process which meets international standards. Complainants can be employees or outsiders who witness wrongdoings. Complaints can be filed by post; direct email to the Board of Directors and head of corporate governance unit under Corporate Secretary's office; or via PTTEP's complaint system on the corporate website. The corporate governance unit under Corporate Secretary's office will be the complaint-handling center, as guided by the Company's "Reporting and Whistleblowing Regulation". All are assured that the complaints will be handled in a transparent and fair manner, according to the specified procedure and timeframe as shown below.
- The corporate governance unit under Corporate Secretary Division verifies facts and sufficiency of preliminary evidence before forwarding complaints to the Company's investigator within 7 working days. If necessary, the period can be extended only with CEO's approval (and each extension must not exceed 7 working days).
- The investigation shall be completed within 30 working days. If necessary and approved by CEO, the period can be extended (each extension must not exceed 7 working days for straightforward cases and 30 working days for complex cases). Involved investigators must not have any conflict of interest with the complaints and all complaints filed to the aforementioned channels must be reported along with investigation results to the Corporate Governance and Sustainable Development Committee and/or the Audit Committee (depending on the nature of each case) and then the Board of Directors, respectively.
In 2020, PTTEP received a total of 10 complaints through the whistleblowing channels. Considering the sufficiency of preliminary supporting evidence, 5 complaints were forwarded for investigation. The investigation of all 5 was completed. There were 3 cases that no offenses have been found. While, there were 2 cases of wrongdoing as following details; 1) One case was related to inappropriate behavior of staff which has been considered disciplinary offense pursuant to the Human Resources Management Policy and Business Ethics on Human Resources. PTTEP has given verbal warning to the offender. And 2) One case was related to a conflict of interest whereby the offenders have relationship with PTTEP's counterparty through friends and relatives and the offenders also used and disclosed internal confidential information to others with the aim to gain benefits for their own business and relatives' business. These wrongdoings have been considered serious disciplinary offense pursuant to the Human Resources Management Policy. PTTEP has terminated their employment without severance pay.
The corporate governance unit reported the investigation results to complainants, either the Audit Committee or the Corporate Governance and Sustainable Development Committee, and the Board of Directors.
See comparative reporting of annualized complaint data here: Governance, Risk Management and Compliance Performance Data.