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SAMART GROUP” Is Committed to Offering Advanced ICT and Technology-Related Products and Services to Create Sustainable Growth and Enrich the Quality of Life

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SAMART GROUP” Is Committed to Offering Advanced ICT and Technology-Related Products and Services to Create Sustainable Growth and Enrich the Quality of Life Contents 008 Message from the Board of Directors 061 Risk Factors 010 Board of Directors 064 Shareholders 012 Vision & Mission 069 Dividend Policy 014 Corporate Social Responsibilities Report 070 Shareholdings of Samart Corporation Pcl. (Sustainable Development Report) in Subsidiaries 031 Report of the Audit Committee 076 Management Structure 033 Report of the Executive Board 102 Corporate Governance 034 Report of the Risk Management Committee 143 Internal Control, Risk Management and Anti-Corruption 035 Report of the Corporate Governance Committee 149 Connected Transactions 037 Report of the Nominating and Compensation Committee 158 Key Financial Highlights 041 Report of the Sustainable 160 Management Discussion and Analysis Development Committee 163 Report of the Board of Directors’ 042 Financial Highlights Responsibility on the Company’s Financial Statements 044 Results of Customer Satisfaction Survey 164 Independent Auditor’s Report 045 Policy and Overview on Business Operation 170 Financial Statements 053 Nature of Business 274 Remuneration of the Auditors 054 Business Structure 275 The Board of Directors, Managements, Controlling Person, The Person Taking 056 Revenue Structure The Highest Responsibility in Accounting and Finance, The Person Supervising 057 Changes during the year Accounting and Company Secretary 059 Industry and Competition 339 General and Other Information 002 2020 Annual Report 2020 Annual Report 003 004 2020 Annual Report 2020 Annual Report 005 006 2020 Annual Report 2020 Annual Report 007 008 2020 Annual Report 2020 Annual Report 009 010 2020 Annual Report 2020 Annual Report 011 012 2020 Annual Report 2020 Annual Report 013 Corporate Social Responsibilities Report (Sustainable Development Report) Policy and Overall The Company believed and realized the importance of sustainable business development along with social responsibility and environment. Moreover, the Company also concentrated in adding long-term value to all stakeholders, both inside and outside the organization, from shareholders, employees, customers, and communities etc. To comply with the intentions and concepts above, the Company’s Board of Directors has appointed the Sustainable Development Committee (“SD Committee”), consisted of 6 members, to supervise such undertakings. Presently, the Company’s President is the Chairman of the SD Committee. The Company shall develop the CSR activities pursuant to the guidelines specified by the Office of the Securities and Exchange Commission (SEC) and the Stock Exchange of Thailand which can be led to sustainable business growth. Roles and Responsibilities of the Sustainable Development Committee 1. Establish policy, strategy including operation plans for sustainable development which is consistent with the Company’s business operations with regards to economic, social and environmental aspects, in order to propose to the Board of Directors for approval; 2. Promote and support the Company’s activities, such as labors and employees’ management, employees’ welfare, employees’ development and training, also community and social’s promotion and development around the Company’s area, in order to make them achieve the targets pursuant to the sustainable development policy; 3. Supervise, review, follow-up progress of operations and evaluate efficiency on performance of the sustainable development policy; 4. Review roles and responsibilities of the sustainable development committee to be in accordance with the situation; 5. Perform any other activities assigned by the Board of Directors. Sustainable Development Policy 1. To conduct business based on governance principles as well as social and environmental responsibility including other relating to sustainable development by taking into consideration the best interests of all stakeholders; 2. To build corporate culture which could cultivate the employees’ consciousness on operations and volunteer spirit, devotion of personal time and effort for benefits of the whole community; 3. To promote and educate the employees at all levels on joint guidelines for sustainable development and environmental and social responsibility throughout the organization. 4. To promote the social and environmental projects or activities and works related to sustainable development. The Company conducts business based on good governance principle and recognizes the importance of all stakeholders. The Company has considered and prioritized stakeholders as well as provided appropriate strategies for sustainable development of business. Therefore, the Company has set vision and mission to represent the Company’s focus on customers as normal operation of the Company as follows: Vision “SAMART GROUP” is committed to offering advanced ICT and Technology-related products and services to create sustainable growth and enrich the quality of life. 014 2020 Annual Report Mission Organization : Promoting efficiency, transparency, fairness, and accountability in management processes and operations for the benefit of all stakeholders including society at large and the environment. Clients : Offering telecommunications technology solutions and related services with dedication and care to create optimum results satisfying the needs of service users. Partners : Building a strong relationship in seeking opportunities for mutual business goals. Personnel : Enhancing professionalism and providing career progression opportunities. Shareholders : Building a secure and sustainable income as continuing profitable returns. Community and society : Promoting “quality people and virtuous society” via beneficial projects and activities continuously. Details of policies for all stakeholders and implement of policies in the previous year were disclosed in the section “Corporate Governance” under the topic “Business Ethics”. Progress and Reporting The Company conducts business in compliance with the Sustainable Development Policy and taking into account with all stakeholders. The policies regarding treatments to all stakeholders are stipulated in the Company’s Business Ethics. Details are disclosed in the section “Corporate Governance” under topic of “Business Ethics” and posted on the Company’s website at www.samartcorp.com. The CSR policies comprise 9 operating principles of conduct as follows: 1. Corporate Governance 2. Fair Operating Practices 3. Anti-Corruption 4. Respect of Fundamental Human Rights 5. Fair Labor Practices 6. Consumer Responsibility 7. Contribution to the Community and Society 8. Environmental Conservation 9. Innovation and Publication of Innovation from Social Responsibility 1. Corporate Governance Promote and make good governance principle become corporate culture, adhere to responsibilities for all stakeholders with transparency and auditability. The Board of Directors of the Company realized on the importance of the good Corporate Governance which will be the fundamental factor for improving standard of business operation to create more transparency, competitiveness and strengthen the confidence of all shareholders, investors and other related parties. Thus, written Corporate Governance Policy and Business Ethics, which complied with the Corporate Governance Principles of the Stock Exchange of Thailand (“SET”), have been provided for practices of directors, managements and employees of the Company. The Company has the Corporate Secretary Division which is the compliance unit to supervise and oversee the operations of the Company, the directors and the managements to ensure that they have been correctly complied with the regulations of the SET, the Office of Securities and Exchange Commission (“SEC”) and the Public Company Limited Act including other relevant laws. More details on Corporate Governance initiatives undertaken by the Company in 2020. Details are provided under “Corporate Governance”. During the past year, the Company has strongly observed the Corporate Governance Principles, as a result, Samart Corporation Public Company Limited (“SAMART”) and its 2 listed subsidiaries, Samart Telcoms Public Company Limited (“SAMTEL”) and Samart Digital Public Company Limited (“SDC”), received corporate governance assessment results in 2020 as follows: 2020 Annual Report 015 Company Evaluation Assessment Result From SAMART Corporate Governance of Thai Excellent (5 Stars) Institute of Directors Association SAMTEL Listed Companies in 2020 with score 93% (IOD) together with the Office of SDC the Securities and Exchange Commission and the Stock Exchange of Thailand Quality on Arrangement of Annual 4 TIA Thai Investors Association General Meeting of Shareholders with score 98% for 2020 2. Fair Operating Practices Determine to operate business with fairness and with ethical behavior, observe the laws and respect all social rules. The Company conducted business and managed work ethically. The Board of Directors has provided the business ethics manual for the Company’s directors, managements and employees to adhere as their practical guidelines on integrity, honesty, standardization, quality, moral and fairness. It also covers the administration of all stakeholder groups, i.e. shareholder, employee, customer, competitor, business partner, creditor including society and the environment. The practical guidelines which include the rights and benefits entitled to all stakeholders have also been specified in the business ethics for the directors, managements and employees. Such business ethic has been posted on the Company’s website (www.samartcorp.com). Moreover, the Board of Directors of the
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