Conflict of Interests Disclosure

Purpose

The purpose of the conflict of interest policy is to protect Bitazza Co., Ltd. (The Company) interest when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an officer or director of the Company or might result in a possible excess benefit transaction.

Definitions

Interested Person

Any director, officer, or member of a committee with board delegated powers, who has a direct or indirect financial interest, as defined below, is an interested person.

Financial Interest

  • A financial or personal interest in any person, firm, corporation or association which has or will have a transaction, agreement or any other arrangement in which the authority participates.
  • The ability to use his or her position, confidential information or the assets of the authority, to his or her personal advantage.
  • Solicited or accepted a gift of any amount under circumstances in which it could reasonably be inferred that the gift was intended to influence him/her, or could reasonably be expected to influence him/her, in the performance of his/her official duties or was intended as a reward for any action on his/her part.
  • Any other circumstance that may or appear to make it difficult for the board member or employee to exercise independent judgment and properly exercise his or her official duties.

Procedures

  • Duty to Disclose: All material facts related to the conflicts of interest (including the nature of the interest and information about the conflicting transaction) shall be disclosed during any action taken at any meeting of the Members of the Board Members.
  • Determining Whether a Conflict of Interest Exists:Compliance officer advise the individual who appears to have a conflict of interest how to proceed. Compliance officer should seek guidance from The Securities and Exchange Commission, Thailand and or The Anti-money Laundering Office, Thailand when dealing with cases where they are unsure of what to do.