Corporate Governance
The Board of Directors has established the “Good Corporate Governance Policy” and “Code of Business Conduct” in accordance with the Corporate Governance Code (CG Code) for Listed Companies 2017, issued by the Securities and Exchange Commission (SEC), Thailand. These documents serve as guidelines for directors, executives, and employees in conducting business operations.
The Board has also established a policy requiring an annual review of the Good Corporate Governance Policy and related practices to ensure their continued suitability in response to changes in business operations, the business environment, circumstances, and applicable laws.
In addition, the Board has assigned the Corporate Governance, Risk Management, and Sustainability Committee to regularly monitor compliance with the Good Corporate Governance Policy and related practices through standing agenda items. The Company also communicates these principles publicly through the corporate website under the section “Corporate Governance: Corporate Governance Policy.”
Good Corporate Governance Principles 8 Core Practices
- Recognize the roles and responsibilities of the Board as the leader in creating sustainable value for the business.
- Define the Company’s objectives and key goals with a focus on sustainability.
- Strengthen the effectiveness of the Board of Directors.
- Recruit and develop senior executives and manage human resources effectively.
- Promote innovation and responsible business practices.
- Ensure appropriate risk management and internal control systems.
- Maintain financial reliability and transparent disclosure of information.
- Encourage shareholder engagement and effective communication with shareholders.
The Company recognizes that effective risk management is an essential part of good corporate governance and supports the achievement of business objectives. Management and employees are aware of their responsibilities in implementing the risk management process to maintain risks at an acceptable level. The Company’s risk management framework consists of the following five key components:
1) Governance and Organizational Culture
The Board of Directors and the Corporate Governance, Risk Management, and Sustainability Committee are responsible for establishing risk management policies and plans in accordance with relevant standards. These efforts aim to control and reduce the impact of risks effectively while supporting transparent and sustainable business operations.
2) Strategy and Objectives
The Corporate Governance, Risk Management, and Sustainability Committee analyzes the business environment, establishes risk management approaches, and assesses significant risks affecting the Company’s operations. These approaches are submitted to the Board of Directors for approval before implementation.
3) Performance Objectives
The Corporate Governance, Risk Management, and Sustainability Committee monitors and reviews overall risk factors and material risk levels affecting business operations and reports the findings to the Board of Directors.
4) Review and Improvement
The Corporate Governance, Risk Management, and Sustainability Committee regularly reviews and updates risk management policies and measures on an annual basis to ensure continued effectiveness.
5) Information, Communication, and Reporting
The Corporate Governance, Risk Management, and Sustainability Committee oversees risk management activities on an ongoing basis and discloses performance results through the Company’s Annual Report.
The Company emphasizes enterprise-wide risk management and conducts comprehensive analysis and evaluation of information to identify and monitor significant risks. These risks are categorized into two main groups:
1. Business Risk
The Company recognizes both external and internal risk factors that may affect operating performance and competitiveness. Risk management practices are systematically implemented to respond to changes and support sustainable growth.
2. ESG Risk (Environmental, Social, and Governance)
The Company recognizes risks related to environmental, social, and governance factors, including resource and energy consumption, waste and packaging management, stakeholder expectations, and compliance with applicable laws and standards. These factors may impact stakeholder confidence and business continuity. Therefore, the Company places importance on systematic ESG risk management to support long-term sustainable growth.
The Board of Directors places importance on internal control systems covering operations, finance, and governance. Clear approval authorities and segregation of duties have been established, and the Internal Audit Department has been assigned to independently review operations and provide recommendations to improve effectiveness and ensure compliance with applicable laws and regulations.
The Board requires the Internal Audit Department to report audit results directly to the Audit Committee. The Audit Committee is responsible for reviewing the adequacy and effectiveness of internal control systems, evaluating risk mitigation measures, and paying close attention to early warning signs and significant irregularities.
The Company’s Internal Control System
- Internal Control Environment
- Risk Assessment
- Operational Control Activities
- Information and Communication Systems
- Monitoring Activities
In 2025, the Company continuously assessed corruption and fraud risks, together with monitoring and analyzing reported cases within the organization. The assessment results were used to improve and strengthen internal control measures and enhance their effectiveness.
In addition, the Company participated in the Thai Private Sector Collective Action Against Corruption (CAC) to demonstrate its commitment to conducting business with transparency, strengthening corporate governance standards, and building confidence among all stakeholders.
In 2025, the Company found no material deficiencies related to corruption, discrimination, or violations of business ethics. The Company also continued to operate in accordance with CAC guidelines, focusing on continuously improving its policies, measures, and internal control systems, as well as regularly communicating and raising awareness among employees and stakeholders to prevent and reduce corruption risks in the long term.
The Board of Directors has established policies requiring directors and executives to comply with anti-corruption laws. The Company has established an Anti-Corruption Policy and communicated it to executives and employees at all levels, as well as external parties. The key practices are as follows
1) Establishment of the Anti-Corruption Policy
The Board of Directors has established a written Anti-Corruption Policy, which all directors, executives, and employees are required to comply with. The Company also supports activities that promote awareness and encourage directors, executives, and employees to comply with relevant laws, rules, and regulations.
2) Disclosure and Whistleblowing Channels
The Company publicly communicates its Anti-Corruption Policy and provides channels for reporting concerns, complaints, or suspected misconduct as follows:
- Complaint by Mail
Please mark the document as “Confidential.”
Company Secretary Office
Sun Vending Technology Public Company Limited
34 Krungthep Kreetha Road, Hua Mak, Bang Kapi, Bangkok 10240, Thailand - E-mail
Company Secretary Office : com.sec@sunvending.co.th
Chairman of the Audit Committee : Suvit.t@sunvending.co.th - Company Website
Stakeholders may submit complaints or report concerns through the Company’s website.
3) Business Ethics and Anti-Corruption Practices
The Company has established the following practices under its Business Ethics:
- Directors, executives, and employees are prohibited from requesting or accepting any assets or other benefits for themselves or others that may improperly influence them to perform or refrain from performing their duties, or that may cause the Company to lose legitimate benefits.
- Directors, executives, and employees are prohibited from giving or offering any assets or other benefits to external parties to induce them to perform or refrain from performing any unlawful act or any act that violates their duties or position.
The Company conducts business with suppliers based on good corporate governance, transparency, fairness, and accountability, covering processes from product selection to product distribution and service delivery across its areas of operation. The Company manages its supply chain efficiently to strengthen business continuity, reduce risks, and create sustainable value.
In addition, the Company continuously conducts assessments of suppliers’ business premises to verify their operational capabilities and compliance with Environmental, Social, and Governance (ESG) criteria. The assessments aim to encourage suppliers to conduct business responsibly and in alignment with the Company’s Business Ethics, as well as applicable requirements, laws, and international standards.
The assessment covers key areas such as fair labor practices, occupational health and safety, environmental management, and good corporate governance. In 2025, suppliers achieved an overall “Very Good” sustainability assessment rating.
The Company uses the assessment results to continuously monitor and develop supplier capabilities, with the aim of strengthening a transparent and ethical supply chain and promoting sustainable growth together with its business partners.
The Information Technology Security Policy has been established in alignment with the Company’s objectives and business strategies. The policy provides a governance framework and clear guidelines for managing information security across Sun Vending Technology Public Company Limited (SVT) to ensure consistent implementation and compliance with applicable laws, policies, and regulations.
The policy consists of four key areas as follows
1. Organizational Controls
- Policy and Governance Structure: The Company establishes clear information security policies and reviews and updates them annually in accordance with applicable laws. Roles, responsibilities, and requirements are also defined for employees regarding the use of portable computing devices and remote working practices.
- Asset Management: Information assets are assigned to responsible owners, information is classified according to confidentiality levels, and data storage media are managed appropriately.
- Access Control: Access and editing rights are assigned to prevent unauthorized access to systems, applications, and information.
2. People Controls
- Employee Responsibilities: Security responsibilities are communicated to employees and external personnel throughout the employment lifecycle, including before employment, during employment, and upon termination.
- Disciplinary Measures: Clear disciplinary actions are established for violations of information security rules and regulations.
3. Physical Controls
- Protection of Facilities and Equipment: The Company implements physical security measures to prevent unauthorized access to areas where information technology equipment is installed in order to reduce risks of damage, interference, or theft of Company assets.
4. Technological Controls
- Data and System Protection: Cryptography is applied to maintain confidentiality and prevent data leakage. The Company also implements data backup processes and protection against malware and other malicious software.
- Vulnerability Assessment: Vulnerability Assessment (VA Scan) and Penetration Testing (Pentest) are conducted regularly to reduce cybersecurity risks.
- Communication and Third-Party Service Providers: Network security and information exchange are managed carefully, while external service providers and suppliers are required to comply with security requirements and agreements.
- Incident Response and Business Continuity: The Company has established response plans for security incidents to minimize service disruption and ensure continued availability of systems and equipment.
- Legal and Regulatory Compliance: Information security practices are regularly reviewed to ensure compliance with legal, regulatory, and contractual requirements.
- Reduce customer complaints and increase customer satisfaction with products and services by 20% by 2027.
- Expand and increase channels for customers to access products and services.
- Improve and develop customer complaint management processes to enhance service quality.
The Company places importance on customer relationship management and responsibility by conducting business with transparency and delivering quality products and services supported by modern technology and standards that meet customer expectations. The Company continuously listens to customer feedback and uses it to improve and develop its operations, while protecting customer information and strictly complying with relevant laws and regulations. These efforts aim to build customer trust, satisfaction, and strong long-term relationships.
The Company provides channels for customers to submit complaints and feedback through its vending machines. Customers can scan the QR Code to add LINE Official Account: @sunvending or contact the Call Center using the contact information displayed on the vending machines.
The Company has established tax transparency practices to build long-term trust with stakeholders. Key principles include:
- Compliance with Tax Laws and Regulations: Strictly comply with all applicable tax laws, regulations, and related requirements in a complete, accurate, and timely manner.
- Tax Governance and Control System: Maintain clear and effective tax management and review processes to ensure accuracy and transparency in tax operations.
- Tax Disclosure and Reporting: Provide sufficient, accurate, and complete tax-related information to relevant authorities in accordance with legal requirements.