Corporate Governance
R&B Food Supply Public Company Limited and its subsidiaries in Thailand conducted their business with a commitment to good corporate governance as a fundamental principle of organizational management. This ensured efficient, transparent and accountable operations as well as the creation of sustainable long-term value for shareholders, investors, employees and all Stakeholders.
The Board of Directors had established a systematic good corporate governance policy to serve as a framework for organizational governance and management. This policy covered the governance structure, roles, duties and responsibilities of the Board of Directors as well as guidelines for overseeing management's operations. This ensured that the Company's Operations were clear, accountable and considerate of the best interests of Shareholders while appropriately caring for Stakeholders.
Principles and Policies of Corporate Governance
The Board of Directors placed importance on adhering to the principles of good corporate governance, covering the following 8 principles of corporate governance:
Principles
Principle 1
Roles and responsibilities of the Board of Directors
Principle 2
Company's main objectives and goals for sustainability
Principle 3
Strengthening an effective board
Principle 4
Recruitment and development of Senior Management and human resource management
Principle 5
Conducting business responsibly
Principle 6
Ensuring appropriate risk management and internal control systems
Principle 7
Maintaining financial credibility and disclosure of information
Principle 8
Promoting participation and communication with Shareholders
In addition, the Board of Directors had appointed Sub-committees to support the Board's functions in key areas, covering the oversight of audit systems, internal control, risk management, corporate governance and the development of organizational sustainability along with promoting transparency, fairness and adherence to business ethics among the Management and Employees, the Company aimed to build confidence among Stakeholders that it operated under the principles of good corporate governance and could grow sustainably.
Code of Conduct and Anti-Corruption
The Company operated under the principles of good corporate governance, upholding ethics, morality, integrity and transparency as fundamental to its operations. We believed that a clear ethical framework and a complete rejection of corruption in all its forms were crucial factors in enhancing operational efficiency, building Stakeholder Trust and supporting the organization's sustainable long-term growth. The Company had established a Code of Conduct to guide Directors, Management and Employees at all levels including subsidiaries. This code covered respect for universal human rights, fair treatment of personnel and Stakeholders, political neutrality, responsibility towards the community, society, and the environment, data protection and information technology security, intellectual property protection, and the avoidance of conflicts of interest. The company regularly reviews and updates this Code of Conduct to align with evolving laws, international standards, and governance practices.
The Company had established an Anti-Corruption Policy and related guidelines based on the principles of not tolerating or accepting bribes, inappropriate facilitation, money laundering, accounting fraud, political neutrality and any actions that violated laws or business ethics. This policy covered the operations of the Company, its subsidiaries as well as Business Partners and Associates. In 2025, the Company was certified as a member of the Thai Private Sector Anti-Corruption Coalition, reflecting its commitment to enhancing concrete measures for preventing and combating corruption.
Performance Results
Risk Management
The Company prioritized risk management as part of good corporate governance. It had established a comprehensive policy throughout the organization, covering the identification, assessment, control and monitoring of risks as well as preparing for new risks that may arise in the future. These risks could significantly impact current and future business operations to ensure the Company's Continuous and Efficient Operations and the achievement of its objectives, then the Company mandated that all departments to implement systematic risk management. The risk management process was integrated into the daily work of Employees at all levels and a nationwide risk management system was in place to align with strategy and objectives, with comprehensive risk assessment across all areas.
Risk Management Policy
Crisis Management
The Company had a process for managing uncertainty events that may impact the achievement of organizational objectives and goals. This began with assessing potential risks, defining risk control measures or guidelines and monitoring results to reduce the likelihood of risks or minimize potential impacts to an acceptable level for the organization. This process also encompassed crisis and emergency management as well as ensuring business continuity. The Company was committed to effectively managing emergency situations by training and preparing Employees at all levels and establishing guidelines and management plans to help the business continue operating during crises. This ensured that the organization could respond to various events and restore operations quickly, minimize potential impacts and return to normal business operations as soon as possible.
Performance Results
The Company had also established an insurance plan covering various potential events and reviewed the coverage amount and scope annually to ensure that the plan was comprehensive and appropriate for various situations that may arise. This insurance plan helped to mitigate financial risk and provide confidence that the Company could effectively respond to unforeseen events.
Personal Data Protection and Cybersecurity
The Company prioritized systematic cybersecurity management and personal data protection, establishing policies and measures compliant with relevant laws, regulations and requirements. The Information Technology Department was responsible for overseeing and strictly implementing information system security policies.
The Company has established comprehensive control measures to protect its network, equipment, programs and data from attacks, espionage, destruction or unauthorized access. This included an Information Technology Risk Management Plan, an Information Technology Emergency Recovery Plan and a Guidelines for Secure Information System Usage to ensure timely prevention, mitigation of impact and restoration of operations.
Furthermore, the Company had appointed a Data Protection Officer (DPO) to oversee, advise and monitor compliance with relevant laws with representatives from various departments supporting the operation to ensure rigorous, transparent and auditable personal data management.
Personal Data Protection Policy
Supply Chain Management
The Company had established a sustainable supply chain management strategy focusing on developing procurement policies, a code of ethics for Business Partners and policies on social responsibility and governance. This included a Partner Selection Process that considered quality, price, speed, and responsibility towards society, the environment, and corporate governance. The Company encouraged Partners to conduct business transparently, respect human rights and practice fair labor as well as adhering to safety, occupational health and environmental standards. All these aspects must comply with international regulations, laws and standards to promote supply chain sustainability and create a positive impact on society and the environment.
| The Process of Managing a Sustainable Supply Chain | |
|---|---|
| Step 1 | Demonstrating Commitment |
| Step 2 | Assessing Scope |
| Step 3 | Defining Partner Groups |
| Step 4 | Implementation |
| Step 5 | Measurement and Monitoring |
| Step 6 | Disclosure of Information |
Supplier Sustainability Code of Conduct
Performance Results
| Details | Target | Performance Results | ||
|---|---|---|---|---|
| 2023 | 2024 | 2025 | ||
| Communicating Sustainable Practices for Business Partners | 100% | 100% | 100% | 100% |
| Partners Awareness and Agreement to Adherence to Sustainable Practices | 100% | 96% | 100% | 100% |
| Key Direct Partners in Thailand Required to Undergo Sustainability Assessment | 100% | N/A | 100% | 100% |
Strategic cost management
The Company therefore, prioritized and was committed to research and development of innovations to drive business progress and adapt to the rapid changes of the modern era. It focused on improving and developing various operational processes while continuously seeking opportunities to enhance efficiency. The Company had designated the promotion and development of innovation as one of its key missions: "Using food innovation and technology to produce products for the global market" to create stable and sustainable growth. In addition, the Company provided opportunities for Employees to participate in proposing ideas and improving work processes to increase efficiency, reduce costs, increase revenue and reduce environmental impact. This led to efficient and effective management and propelled the organization towards becoming an innovative enterprise in the future.
