Delta Electronics Thailand Public : Corporate Governance Report

2020 Corporate Governance Report

Delta Electronics (Thailand) Public Company Limited

Delta Electronics (Thailand) Public Company Limited

Manufacturing and exporting of power supplies and other electronic equipment and components

Company registration number 0107537002559

Headquarter

909 Soi 9 Moo 4 Bangpoo Industrial Estate

Tumbon Praksa Amphur Muangsamutprakarn

Samutprakarn Province 10280

Tel: [phone] Fax : [phone]

Website: www.deltathailand.com

e-mail: [e-mail]

Auditor

EY Office Limited (formerly known as Ernst & Young Office Limited) 33rd Floor, Lake Rajada Office Complex, 193/136-137 Rajadapisek Road, Klongtoey, Bangkok 10110, THAILAND

Tel: [phone]

Fax : [phone]

Share registrar

Thailand Securities Depository Co., Ltd. The Stock Exchange of Thailand Buillding,

93 Ratchadapisek Road, Dindaeng, Bangkok 10400 Tel: [phone]

Fax : [phone]

Reporting cycle: 1 January - 31 December 2020

Publication schedule: Annually in April

Content

Page

Corporate committee report	1
Corporate governance	2
Rights of shareholders	2
Equitable treatment to shareholders	4
Roles of stakeholders	4
Disclosure and transparency	7
Responsibilities of the boards	10
References	23

Corporate Governance Committee Report

The Corporate Governance Committee consists of four directors in 2020 as follows;

Mr. Hsieh Shen-yen	Chairman (from Jun 2019 - Mar 2020)
Mr. Chang Tsai-hsing	Member (from Jun 2019 - Mar 2020)
	Chairman (from Apr 2020 - present)
Mr. Anusorn Muttaraid	Member (from Oct 2018	- present)
Mr. Vichai Saksuriya	Member (from Oct 2020	- present)

The Company Secretary serves as secretary to the committee.

The Board of Directors commits to conducting transparent business operations with integrity and accountability. It considers this as a key to the company's sustainable business growth and corporate best practice acceptable to stakeholders. The Corporate Governance Committee has the duty to set Delta's Corporate Governance (CG) policies that cover the entire organization and to ensure that CG procedures or systems support the company's long-term success.

The Corporate Governance Committee held two meeting in 2020 for the following major tasks:

1. Recruiting a new member to the committee
2. Raising awareness of Code of Conduct and Anti-Corruption Policy among employees by conducting physical training covering all employees, including operators, providing handbooks and signing the acknowledgement and conformity form
3. Implementing Code of Conduct online teaching materials
4. Reviewing the 2020 CGR result and updating the content in the Corporate Governance Policy, following up to ensure practical implementation in order to comply with the requirement of Corporate Governance Report (CGR)
5. Approving Code of Conduct practice enhancement by implement three forms of self-declaration forms for the Employee's Conflict of Interest
6. Approving a No Gift campaign

The Corporate Governance Committee commits to improving its efficiency in steering the company's CG, social responsibility and sustainable development practices and to serving the best interest of all stakeholders.

Chang Tsai-hsing

Corporate Governance Committee Chairman

Corporate Governance

The Board of Directors realizes the importance of operating our company business under good corporate governance. The company corporate governance policy has been prepared and implemented since 2007 and we review the content at least once a year. In 2020, the Board of Directors Meeting No.5/2020 held on October 26, 2020 approved the amendment of the company's Corporate Government Policy to be appropriate to the current situation. This Policy has been reviewed by Corporate Governance Committee in detail. Further details of the company's Corporate Government Policy can be found on the company website and internally on the Delta intranet as a guideline to the directors, management and employees.

Our commitment and strict compliance with good corporate governance has earned the company high evaluation grades and awards in 2020 as follows:

• S&P Global SAM Silver Class sustainability award 2021 in "Electronic Equipment, Instruments & Components" sector for the 2nd consecutive year.
• MSCI Global Standard Indexes 2020, rating by Morgan Stanley Capital International (MSCI)
• FTSE4Good Emerging Index, rating by FTSE Russell for the 4th consecutive year
• Thailand Sustainability Investment (THSI) 2020 from The Stock Exchange of Thailand for the 6th consecutive year.
• "Excellent" grade on the 2020 Corporate Governance Rating Survey (CGR) conducted by Thai Institute of Directors Association (IOD) for the 5th consecutive year.
• "Excellent" grade for the standard of its annual general meeting of shareholders (AGM Assessment) conducted in the year 2020 from the Thai Investors Association for the 6th consecutive year.
• ESG100 for 2020, rating by Thaipat Institute for the 6th consecutive year.
• 2020 CSR-DIW Continuous Awards from the Department of Industrial Works (DIW), Ministry of Industry for the 9th consecutive year.

The implementation of our good corporate governance policy during the year 2020 can be summarized as follows:

1. Rights of Shareholders

The company acknowledges and emphasizes our shareholders' rights with a policy to support, promote and facilitate every shareholder, including institutional investors. This policy is to ensure that shareholders are entitled to all basic legal rights and obtain adequate business information, including updated important information, via the SET and the company's website. In addition, all shareholders, including institutional shareholders, are encouraged to participate and vote in the shareholders meeting regarding matters that may affect their rights and interests. The company shall not obstruct or cause obstacles to communication opportunities among shareholders. When a shareholders agreement is to be executed by any shareholder, the company shall endeavor to ensure that such shareholders agreement will not materially affect the company or other shareholders.

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