4) Consideration of connected transactions, policy, and necessity of related/ connected transactions IRPC and its subsidiaries operate an integrated petrochemical and refining business, belonging to the same industrial sector as the PTT Group. Transactions between IRPC and other companies within the PTT Group are conducted on arm’s length basis. Related transactions, from trade in crude oil, petrochemical products, related services, and other transactions that support each other’s day-to-day operations, are based on prices and terms and conditions no different from transactions with any external persons. There is no transfer of mutual benefits. IRPC examines every related transaction carefully, rationally, and independently, in its own best interest. Measures regarding related transactions/ connected transactions IRPC is in compliance with the regulations of the Securities and Exchange Commission and Stock Exchange of Thailand regarding related transactions. The Board of Directors appropriately considered the items that may give rise to conflicts of interest to ensure that the transactions are fair, transparent, and reasonable. The directors, employees, or any person with conflicts of interest are not allowed to attend the meeting or vote on that agenda. In addition, the Audit Committee is also responsible for the review and audit of related transactions made between the company, its subsidiaries, and connected persons or companies on a quarterly basis. This is to eliminate conflicts of interest that may occur and ensure the best interests of the company. Policy on future related transactions IRPC’s future related transactions will be conducted on arm’s length basis. The company bases its decisions primarily on reasonable and fair pricing. This is to ensure shareholders and all stakeholders receive fair and equitable treatment in accordance with the Corporate Governance Policy, in compliance with the regulations of Office of the Securities and Exchange Commission and the Stock Exchange of Thailand regarding related transactions. 5) Whistleblowing The Board of Directors has established the Whistleblowing Policy and provided channels for whistleblowing and receiving complaints from internal and external whistleblowers. The company accepts submissions about any activity that violates the law or code of conduct, or any corrupt practice or inappropriate conduct of any person at any level, from directors, executive officers to employees of IRPC or its subsidiaries, stakeholders, or parties related to IRPC’s businesses. The policy also clearly specifies the investigation and resolution procedures to ensure impartiality and transparency. All whistleblowers and witnesses will be offered protection. From 2022, IRPC has enhanced the rules on handling of complaints and whistleblowing of IRPC Public Company Limited and subsidiaries within the IRPC Group to make sure they are in alignment with the corporate governance principles and internationally accepted standards. Whistleblowing and Complaint Channels E-mail: auditor@irpc.co.th Postal mail: Chairman of the Audit Committee IRPC Public Company Limited 555/2 Energy Complex Center, Building B, 6th Floor, Vibhavadi Rangsit Road, Chatuchak Subdistrict, Chatuchak District, Bangkok 10900 Postal office: PO Box 35, Suntower Building Post Office, Bangkok 10905 Website: www.irpc.co.th Supervisor/Manager Complaint handling procedures IRPC follows the company regulations regarding handling of complaints and whistleblowing as follows: • Upon receiving a complaint through methods and channels specified by the company, delivers the complaint to the Internal Audit Office. The Internal Audit Office records the information and conducts initial screening. If it is a matter not related to corruption, the complaint will be forwarded to the Complaint Screening Committee. • The Complaint Screening Commi ttee conduct preliminary evaluation of the complaint, and gather or seek additional evidence as part of investigation as well as to prepare a report for submission to the CEO and President and/or relevant committee before notifying the complainant on progress status according to the procedures specified by the company. 264 Report on Key Corporate Governance Activities IRPC Public Company Limited
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