PTT has integrated adherence to the CG Handbook, which reflects the Company’s core values, into the annual performance evaluation process, particularly in assessing Behavioral KPIs. This adherence plays a critical role in determining annual compensation. Any violations or failure to comply with the CG Handbook will prompt an investigation, followed by appropriate disciplinary actions. In serious cases, legal action may also be pursued. 

Anti-Corruption and Fraud Policy 

PTT has implemented a comprehensive Anti-Fraud and Corruption Policy, clearly defining the behaviors and actions considered high-risk or indicative of fraud. This includes, but is not limited to, asset misappropriation, embezzlement, financial statement fraud, and corruption.

PTT and the entire PTT Group maintain a zero-tolerance stance toward corruption and fraud in any form, whether direct or indirect. It is mandatory for all Board members, executives, employees, contractors, and anyone acting on behalf of PTT to fully comply with this policy.

In order to prevent actions that may lead to discrimination or create conflicts of interest, and to ensure alignment with PTT's Anti-Fraud and Corruption Policy, the Company has implemented a Gift Acceptance Policy along with clear guidelines regarding the giving and receiving of gifts, hospitality, or any other benefits. Additionally, PTT upholds political neutrality, with no policy that directly or indirectly supports any political parties. The Company also governs charitable donations and financial support, ensuring they comply with PTT’s internal regulations, as outlined in the Corporate Governance, Ethical Standards and Code of Business Ethics Handbook (CG Handbook). These efforts are designed to establish high ethical standards in all operations, ensuring actions are conducted to the highest potential without expecting any form of reciprocal benefit.

Compliance with Laws, Regulations, and Policies

PTT has set forth a Compliance Policy and Compliance Framework to ensure its employees adhere to all applicable laws, regulations, and policies. This is essential for maintaining legal integrity across the Company’s operations. To enforce this, PTT has developed a Compliance Charter of PTT Public Company Limited to define the authority, responsibilities, and structure of the "Legal Compliance and Organizational Regulations Department". This department serves as the central body responsible for overseeing the organization’s adherence to laws and regulations. Its key functions include compiling relevant laws and regulations, assessing compliance risks, providing support to departments to ensure alignment with established policies, and continuously monitoring, reviewing, and reporting compliance status to management and relevant committees to ensure the organization operates in full legal and regulatory compliance.

Furthermore, PTT collaborates with specialized compliance departments to ensure that all legal and regulatory requirements specific to each area of operation are met. This includes offering guidance, support, supervision, and reviewing the performance of relevant departments to ensure that PTT's business activities are carried out in full compliance with applicable laws and regulations. Should any doubts arise regarding legal matters, regulations, or compliance procedures, employees are encouraged to seek advice or submit inquiries to the Legal Advisory Office, the Legal and Regulatory Compliance Department, or the relevant specialized compliance units within PTT.

Whistleblowing Policy ^GRI2-26

PTT has implemented a comprehensive Whistleblowing Policy that outlines the process for reporting misconduct, unethical behavior, and non-compliance with laws and organizational regulations (Whistleblowing). This policy ensures that there is a clear, transparent, and effective procedure for receiving, managing, and addressing complaints within a reasonable timeframe. The process is designed to be fair, equitable, transparent, confidential, and protective of whistleblowers and witnesses. Both internal personnel and external stakeholders who witness or become aware of ethical violations, misconduct, fraud, bribery, or corruption within PTT are encouraged to report such incidents. Complaints and tip-offs can be submitted via PTT’s official website, the designated email pttvoice@pttplc.com, or through letters directed to the Board of Directors and Executives, as detailed in the Whistleblowing Policy and the Corporate Governance, Ethical Standards, and Code of Business Ethics Handbook. These submissions are forwarded to the responsible departments for appropriate investigation and action in alignment with PTT’s established procedures. Whistleblowers are provided with the ability to track the status of their reported concerns through PTT’s Whistleblowing System. The progress of complaints is reported regularly to relevant governance bodies, including the Chief Executive Officer and President, on a monthly basis, the Governance Risk and Compliance Management Committee (GRCMC) and the Corporate Governance and Sustainability Committee (CGSC), on a quarterly basis, the Audit Committee, on a biannual basis, to oversee and monitor the management of complaints and whistleblowing related to corruption, misconduct, malfeasance, and non-compliance with laws and organizational regulations, in accordance with the guidelines set by PTT Public Company Limited.

To ensure continual improvement, PTT reviews and updates the Whistleblowing Policy annually. This ensures a consistent, transparent, and fair investigation process across the entire organization. The Company also implements safeguards to protect whistleblowers from retaliation and ensures fairness throughout the process. PTT’s commitment to transparency is reflected in the publication of the Whistleblowing Policy, which is made available to all stakeholders for their review and understanding.

Governance Structure

PTT oversees its operations in accordance with international standards for Governance Risk and Compliance (GRC). These principles serve as the foundation for conducting business with integrity and upholding strong ethical standards. The roles and responsibilities at each level are clearly defined as follows:

• Board Level: The Corporate Governance and Sustainability Committee (CGSC) holds the responsibility for establishing policies and operational guidelines related to corporate governance, risk management at the operational level, internal controls, legal compliance, anti-corruption, sustainability management, and social, community, and environmental responsibility. The committee ensures that all personnel at PTT adhere to the principles of good governance. It also reviews and approves the annual action plan, which is then implemented by the relevant departments. The committee conducts various activities to raise awareness and instill a strong sense of responsibility, fairness, and ethical behavior among directors, executives, employees, and stakeholders. Additionally, the committee oversees the operations of business units and subsidiaries to ensure they comply with applicable laws, regulations, and organizational policies.
• Management Level: the Governance Risk and Compliance Management Committee (GRCMC) is tasked with overseeing, driving, and ensuring the implementation of operational plans in alignment with established objectives. The committee is chaired by senior executive vice president and works closely with the Governance and Ethics Promotion Department to set both long-term and annual action plans for corporate governance and anti-corruption initiatives at PTT. These plans are subsequently approved by the Corporate Governance and Sustainability Committee (CGSC) and the Board of Directors.

Promoting a Compliance Culture

PTT actively promotes a culture of legal and regulatory compliance (Compliance Culture) through various ongoing initiatives. These include both classroom training and e-learning programs designed to enhance legal knowledge, along with the dissemination of key legal and regulatory information crucial to PTT’s business operations. In 2024, PTT focused on educating employees about laws and regulations, as well as providing guidelines for proper conduct and operations in alignment with legal requirements. The Company also introduced a Compliance Management Guideline for executives and managers to help foster a culture of compliance throughout the organization. Communication efforts included internal emails, infographics summarizing key legal matters, videos on trade and economic sanctions, and various other activities. Furthermore, PTT strengthens this culture through Tone from the Top by hosting GRC Talks at executive meetings, emphasizing the leadership's crucial role in creating a compliance-driven environment. The Compliance Management Guideline is continuously communicated, and an annual GRC Survey is conducted to gather feedback on compliance-related issues. The results of the survey are used to develop targeted action plans for further enhancing and improving compliance practices.

Operational Process 
Strengthening from Within by Promoting GRC Behavior

PTT is dedicated to cultivating an organizational culture rooted in Governance Risk and Compliance  (GRC) in alignment with its core SPIRIT values. This is achieved through a comprehensive framework aimed at promoting GRC behaviors, known as the PTT GRC People-Centric Operating Model. This model outlines six key dimensions to foster GRC behaviors throughout the organization:

• Leadership to Drive: Encouraging leadership to exemplify GRC principles and serve as role models for others.
• Employee Participation: Engaging employees to recognize the importance of GRC behaviors and integrate them into their daily operations, while actively participating in GRC-related activities.
• Communication to Drive: Ensuring consistent communication to reinforce GRC values among employees.
• Learning Journey: Developing GRC knowledge and skills, fostering a culture of ongoing learning and development.
• Tech Enablers: Developing advanced technologies to support GRC operations.
• Feedback and Evaluation: Assessing employees’ understanding of GRC principles and evaluating their behavior.

Conflict of Interest Prevention ^GRI2-15

PTT requires all employees to regularly assess whether they have any personal interests that could lead to a conflict of interest in the performance of their duties. Directors, executives, and employees at all levels are required to disclose potential conflicts of interest annually, and whenever a situation arises that may involve or pose a risk of such conflicts. Any such disclosures must be reported to their supervisors, who will implement appropriate measures to address the situation. These measures may include temporary actions, such as suspending employees from tasks where conflicts of interest arise, or reassigning them to different roles, to mitigate the associated risks. Furthermore, PTT has established a process to analyze conflict-of-interest reports throughout the entire procurement cycle (Procure-to-Pay). This process utilizes an advanced information system for continuous monitoring and auditing (Continuous Control Monitoring and Auditing System: CCMS) to detect and review any significant conflicts of interest.

Corruption and Bribery Risk Assessment ^{GRI 205-1}

PTT has developed a comprehensive corruption and bribery risk management manual, approved by the PTT Management Committee (PTTMC). This manual is reviewed annually to ensure alignment with the Company’s evolving business activities and relevant regulatory requirements. It serves as a critical tool for assessing corruption and bribery risks within operational processes (Process Level), aiming to mitigate both the likelihood and potential impact of risks related to corruption and bribery. This approach is fully compliant with internal control measures necessary for legal entities to prevent bribery of government officials, as specified under Section 176 of the Anti-Corruption Act of 2021, and adheres to PTT’s anti-corruption and bribery policy for evaluating risks throughout its business operations. Through these assessments, PTT can design and implement effective internal control measures. Since 2017, PTT has conducted annual corruption and bribery risk assessments. In 2019, the scope was expanded to encompass the entire organization, using the Governance Risk and Compliance (GRC) framework (GRC Assessment).

Evaluation of the Effectiveness and Efficiency of the Internal Control System

The purpose of internal control and risk management is to ensure stakeholders that PTT’s operations are conducted efficiently, effectively, and in a reliable manner. PTT places significant emphasis on evaluating internal controls both at the organizational and process levels, in line with international standards of internal control. This also aligns with the Stock Exchange of Thailand’s (SET) assessment of the sufficiency of the internal control system and the guidelines issued by the National Anti-Corruption Commission (NACC), particularly in regard to anti-corruption, business ethics, and compliance. PTT has established a comprehensive framework for assessing the effectiveness of its internal control systems. In addition, PTT submits an annual report to the relevant regulatory bodies, summarizing the evaluation of internal control effectiveness and efficiency.

Third-Party Screening Program 

PTT is committed to elevating itself as a Trusted Company, supporting its operations and business expansion in a rapidly changing environment. This commitment goes hand-in-hand with maintaining transparency through strong corporate governance, anti-corruption practices, effective risk management, and robust internal controls, all while ensuring strict compliance with applicable laws, regulations, and policies. To reinforce these principles, PTT has implemented a Third Party Screening Program designed to establish rigorous standards for evaluating the qualifications of those entering into transactions with the Company. This ensures that all business dealings are carried out with integrity, due diligence, and effective risk management. PTT has established guidelines and a manual for auditing and overseeing the transparency of transactions with third parties, based on prohibited criteria (Blacklist). A database system has also been set up to facilitate the transparency checks, acting as a central hub for accessing essential information required for risk assessment. This ensures that the process is efficient, convenient, and quick. Additionally, PTT has formed the PTT GRC Advisory Team to offer consultations on the transparency auditing process and to manage any irregularities or warning signs related to third parties (Incident Management).

Collaboration with Stakeholders in Corporate Governance and Anti-Corruption Efforts 

PTT is dedicated to partnering with all sectors that promote good governance, ethical business practices, and the combat against corruption in Thailand. In line with this commitment, PTT collaborates with both public and private organizations in the following initiatives:

• PTT has signed an MOU with the National Anti-Corruption Commission (NACC), the State Enterprise Policy Office (SEPO), the Securities and Exchange Commission (SEC), the Thai Institute of Directors (IOD), and 51 state-owned enterprises. This partnership is aimed at fostering cooperation to prevent and combat corruption while advancing governance and corporate governance practices in state-owned enterprises across all areas.
• PTT has formally committed to the Thai Private Sector Collective Action Against Corruption (CAC), an initiative organized by the IOD, with support from the government and the NACC. It also seeks certification as a CAC member through the Certification Process, which evaluates an organization’s commitment to good governance and its implementation of anti-corruption measures across all operational levels every three years. Since 2014, PTT has been continuously certified as a CAC member, marking the 4th consecutive term. This reinforces PTT’s unwavering commitment to strong anti-corruption policies as a cornerstone for sustainable growth and development.

Performance  
Strengthening Internal Culture through Promoting GRC Behaviors 

In 2024, PTT actively promoted the PTT GRC People Centric Operating Model across six key dimensions as part of its commitment to fostering a strong GRC culture and practices, as follows:

• Leadership to Drive included the PTT Group CG Day 2024, where the CEO of the PTT Group shared his vision on “Good Corporate Governance in the Age of Transformation.” Additionally, the GRC Forum 2024 brought together PTT's senior executives and external guest speakers to discuss “Together with GRC & AI for Sustainability.” PTT also held GRC Talks during PTT Management Committee (PTTMC) meetings and business line meetings and communicated the Compliance Management Guidelines to emphasize the importance of leadership in creating a supportive compliance environment.
• Employee Participation such as the GRCxSPIRIT Boarding Game and recognition programs like the Outstanding Risk Owner Award. Other efforts included RM & IC Knowledge Awareness sessions and supporting participation in national and international events such as National Anti-Corruption Day and International Anti-Corruption Day.
• Communication to Drive utilized multiple communication channels, including CG Tips, Do’s and Don’ts, GRC Behavior, GRC Lessons Learned, GRC Podcast, Sanctions Infographics, and Sanctions Video Clips.
• Learning Journey provided continuous development opportunities through specialized GRC training programs:
  • Conflict of Interest (COI) Awareness Course, conducted by experts from the National Anti-Corruption Commission (NACC).
  • Introduction to ISO 37301:2021 Compliance Management Systems by accredited ISO instructors.
  • Disciplinary Penalty Diagnosis Course for Senior Executives, delivered by experts in state-owned enterprise disciplinary processes.
  • RM & IC Knowledge Awareness Course, organized by the Internal Control and Risk Management Team.
  • PDPA Awareness: Personal Data Protection Principles and AI Use, led by legal experts from the Personal Data Protection Committee (PDPC).

In addition to the aforementioned training programs, PTT also conducts an orientation for new employees, which covers topics such as anti-corruption and anti-bribery measures, operational risk management, internal control, and compliance with laws, regulations, and organizational guidelines (GRC). This ensures that employees can apply the knowledge they acquire effectively and appropriately, in line with corporate governance principles, ethical standards, and best practices in business conduct. Furthermore, PTT provides E-learning courses on corporate governance and anti-corruption, offering employees the flexibility to select the most relevant training based on their specific roles, including:

(1) CG and Anti-Fraud and Corruption E-learning based on PTT’s corporate governance manual, addressing best practices such as preventing insider trading, managing conflicts of interest, and combatting corruption and fraud.

(2) A course focused on understanding and managing personal versus organizational interests to prevent conflicts (Conflict of Interest)

(3) Introduction to the Organic Act on the Prevention and Suppression of Corruption, B.E. 2561 (A.D. 2018), which is promoted to encourage widespread participation among both management and staff.

• Tech Enablers: Developing technology solutions that enhance GRC operations.
• Feedback and Evaluation: Annually assessing employees' understanding and behavior regarding GRC principles, using the results to refine and improve the Company’s action plans for the following year.

Beyond strengthening internal behaviors through GRC initiatives, PTT also organizes:

• Organizing training programs and communications for PTT's board of directors to deepen their understanding of corporate governance and anti-corruption practices.

• Hosting annual seminars for PTT's key partners to ensure they fully understand and apply principles of good corporate governance and anti-corruption across all forms of business. This initiative aims to foster transparency throughout PTT's supply chain. Additionally, PTT invites its partners to publicly commit to and participate in the Thai Private Sector Collective Action Against Corruption (CAC) initiative.

CG Manual Acknowledgement of Employees (Percent) 

Employee Understanding of Good Corporate Governance and Anti-Corruption (Percent) abc

PTT has established a practice of annually reviewing its policies and practices related to corporate governance, anti-corruption and anti-bribery measures, operational risk management, internal controls, and compliance with laws, regulations, and organizational rules. In 2024, PTT conducted a comprehensive review to update and enhance the key elements of its policies, practices, and governance systems, focusing on:

• Enhancement of the Governance, Risk, and Compliance (GRC) Policy: The policy has been revised to align with international standards and regulatory requirements. Key updates include provisions for transparent, verifiable information disclosure to stakeholders, support for employee capability development, and comprehensive risk management related to the integration of technology within the organization.
• Refinement of the Compliance Framework: The framework has been updated to ensure clear, up-to-date, and more agile guidelines for compliance with the laws, rules, and regulations of PTT Public Company Limited.
•  Improvement of the Third-Party Screening Program: The process for ensuring transparency in third-party transactions has been strengthened to provide clearer, more actionable guidelines for investments. Additionally, the system for verifying third-party information has been upgraded to simplify the screening process for PTT personnel.
• Update of Sanctions Guidance for Third-Party Screening: The sanctions guidelines have been refined to enhance the efficiency and effectiveness of screening, ensuring they are both practical and in alignment with global standards and new regulations introduced in 2024.
• Revamping of the Anti-Corruption and Fraud Risk Management Manual: The risk assessment criteria have been updated to better align with enterprise-level risk evaluation standards. This includes the incorporation of updated assessment methodologies in the Risk and Control Platform (RCP).

Moreover, PTT conducted an in-depth review of the Corporate Governance Policy, Anti-Corruption and Fraud Policy, and the Corporate Governance, Ethical Standards and Code of Business Ethics Handbook (CG Handbook) This review confirmed that the policies and manuals remain fully up-to-date, consistent with relevant national and international laws, regulations, and best practices.