ไทย
GOVERNANCE AND COMPLIANCE
Primo Service Solutions Public Company Limited is committed to conducting its business with integrity, transparency, and accountability in accordance with the principles of good corporate governance. The Company strives to create sustainable value for shareholders and all stakeholders while maintaining high standards of ethical business conduct.
As part of this commitment, the Company adopts the Corporate Governance Code for Listed Companies 2017 (CG Code 2017) as a guiding framework for its operations. This includes defining the roles and responsibilities of the Board of Directors, strengthening risk management and internal control systems, ensuring transparent disclosure of information, and promoting engagement with shareholders and stakeholders.
The Company also places great importance on compliance with applicable laws, regulations, and relevant standards, including personal data protection and information security. By fostering a culture of integrity, responsibility, and ethical conduct, Primo Service Solutions aims to support sustainable growth and long-term business resilience. The Board of Directors regularly reviews and monitors corporate governance practices to ensure they remain effective and aligned with the evolving business environment.
GOAL
Zero Cases of Business Ethics Violations
Legal Dispute Performance
In 2025, neither the Company nor its subsidiaries were involved in any legal disputes, including disputes with competitors.
Anti-Corruption
The Company is committed to combating corruption in all aspects of its business operations and adheres to transparent management practices while taking responsibility toward society and all stakeholders in accordance with the principles of good corporate governance. The Company has established an Anti-Corruption Policy that outlines operational guidelines for preventing and addressing corruption.
To demonstrate strong commitment and intention, the Company submitted a declaration of intent to join the Thailand’s Private Sector Collective Action Coalition Against Corruption (CAC) on 20 October 2025 and is currently in the process of applying for CAC certification to contribute to advancing transparency and sustainable development within Thailand’s business sector.
The Company has conducted a comprehensive corruption risk assessment throughout its value chain, enabling the identification of potential risks related to corruption or unethical conduct. This process also allows the Company to analyze which operational processes within the group may pose corruption risks that could impact corporate reputation and business performance.
The Company manages and controls risks ensuring they remain at an acceptable level through four following key processes:
- Risk Identification – Reviewing and identifying factors or situations that may lead to corruption, such as transactions with government agencies, the provision of gifts or benefits to decision-makers, or access to company assets in ways that may result in regulatory violations.
- Risk Assessment – Evaluating the severity and likelihood of potential risks by considering factors such as the nature of transactions, employee roles, and market characteristics.
- Control and Prevention – Establishing control measures and prevention mechanisms such as transparent operational practices, effective internal audits, employee ethics training, and the establishment of anti-corruption oversight committees.
- Monitoring and Review – Continuously monitoring operational performance and reviewing emerging risks to improve preventive measures and strategies for greater effectiveness.
In addition, the Company has implemented a Whistleblowing Policy and guidelines regarding gift giving and receiving, which are communicated to both internal and external stakeholders through the Company’s website. In 2025, the Company received no complaints through whistleblowing channels.
The Company also reported zero complaints related to corruption, meaning that the number of complaints regarding business ethics and corruption cases remained “zero”.
Business Intermediary Management Process
The Company places importance on managing corruption and bribery risks that may arise from its business relationships with Business Intermediaries, including contractors, agents, and individuals or entities acting on behalf of or providing services to the Company. The Company has established processes for identifying, assessing, and managing corruption and bribery risks associated with Business Intermediaries to prevent and mitigate risks arising from such business relationships.
As part of the selection and qualification assessment of Business Intermediaries, the Company considers corporate governance and anti-corruption and bribery aspects, including risks related to giving or receiving bribes, conflicts of interest, fraud, and other forms of misconduct, as appropriate to the nature and risk profile of the business relationship. The results of such assessment and risk evaluation are used as part of the information considered in the selection of and management of relationships with Business Intermediaries.
In addition, the Company communicates its Anti-Corruption and Bribery Policy, together with relevant requirements and guidelines, to Business Intermediaries, including contractors and agents. Such parties are required to acknowledge and comply with the Company’s anti-corruption and bribery policies and requirements, thereby promoting transparent and ethical business conduct and preventing corruption and bribery in all forms.
The Company also provides channels for submitting complaints or reporting concerns regarding corruption, bribery, or misconduct, enabling Business Intermediaries and other stakeholders to raise concerns or report suspected improper conduct. The Company reviews and addresses reported matters in accordance with its established procedures.
Anti-Corruption Training for Employees
The Company provides training for executives and employees on anti-corruption and bribery to enhance their knowledge, understanding, and awareness of the importance of conducting business with transparency and integrity. The training covers key aspects of the Company’s Anti-Corruption and Bribery Policy, as well as forms and types of corruption and bribery relevant to business operations, including giving or receiving bribes, giving or receiving improper benefits, gifts and entertainment that may lead to corruption, conflicts of interest, fraud, facilitation payments, and other forms of misconduct.
In addition, the training covers measures for preventing and combating corruption and bribery, the roles and responsibilities of executives and employees in complying with the policy, appropriate actions to take when encountering or having concerns about corruption or bribery, as well as channels for submitting complaints and reporting concerns and whistleblower protection. These measures are intended to ensure that employees are able to perform their duties appropriately in accordance with the Company’s policies and measures.
In 2025 (B.E. 2568), a total of 398 executives and employees participated in the training and completed a post-training knowledge assessment. All training participants achieved a score of 100% on the assessment, demonstrating their understanding of the content and guidelines for complying with the Company’s Anti-Corruption and Bribery Policy.
In addition, the Company communicates its anti-corruption and bribery measures and guidelines to employees, with 100% of employees acknowledging and providing consent to such requirements. The Company also incorporates the Business Code of Conduct and Anti-Corruption and Bribery Policy into the onboarding programme for new employees prior to commencement of work, to ensure that all new employees have the knowledge and understanding necessary to recognise their responsibilities and comply with the Company’s Business Code of Conduct and Anti-Corruption and Bribery Policy.
No Gift Policy
The Company has announced a “No Gift Policy” during all festive occasions to promote a corporate culture of transparency and freedom from corruption. This policy has been communicated to the Board of Directors, executives, employees, business partners, and all stakeholders within the Company’s group.
Whistleblowing Channel
The Company has established a whistleblowing channel to provide employees and stakeholders with a secure and accessible mechanism for reporting suspected fraud, corruption, misconduct, or violations of the Company’s Code of Conduct. All reports are reviewed and investigated by the designated internal investigation committee, and appropriate corrective actions are taken in accordance with established procedures.
Whistleblowing and Complaints - Click
Complaint Handling Process (Summary)
CG DAY Event: Lecture on Business Ethics and Enterprise Risk Management
The Company organizes the “CG DAY” event annually to encourage the Board of Directors, executives, and employees to recognize the importance of and adhere to the principles of good corporate governance.
In 2025, the Company organized an event at its head office, providing a lecture to employees on the Code of Business Conduct, which covers anti-corruption practices and enterprise risk management. This activity represents an important step in promoting a culture of good corporate governance, conducting business with transparency, integrity, accountability, and free from corruption, while taking into consideration all stakeholder groups. The activity also strengthened knowledge and understanding regarding the identification and assessment of risks that may affect the Company’s operations in various areas, such as financial, legal, technological, and ESG risks. It also addressed appropriate risk mitigation measures and responses to unforeseen situations, enabling the organization to operate efficiently and adapt promptly under all circumstances.
