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whistleblowing Procurement

Governance, Risk Management and Compliance

Global Power Synergy Public Company Limited (GPSC) always adheres to the good governance principles as a framework for strategic planning and operations across all economic, social and environmental dimensions, and creating value-added business with all stakeholders to become a global leading power company in innovation and sustainability.

Good Corporate Governance

GRI 2-23, 2-24, 3-3

The corporate governance management approaches of the company are as follows:

Strategy

Adhering to good corporate governance policies. Link

Process
  • Charter of the Board of Directors and Charter of 4 sub-committees: Audit Committee, Nomination and Remuneration Committee, Risk Management Committee, Risk Management Committee and Corporate Governance Committee.
  • Principles of good corporate governance for listed companies in 2017 (Corporate Governance Code).
  • Screening and approving policies, as well as operating practices for sustainability management by the Good Corporate Governance Committee.
  • Analysis of areas of knowledge, expertise and potential development of the Board of Directors.
  • Evaluation of the Corporate Governance Report of Thai Listed Companies (CGR) by the Thai Institute of Directors Association.
Storing and Reporting of Performance
  • Using a system for collecting and reporting information in an information system, such as reports of the meetings of the Board of Directors and crucial information regarding company directors.
  • Utilization of an information reporting system on the company, shareholders and directors according to the regulations and requirements of the Securities and Exchange Commission (SEC), as well as the Stock Exchange of Thailand (SET).

Download materiality assessment from link

GRI 2-13, 3-3
Corporate Governance

The current structure of the Board of Directors consists of the Board of Directors and 4 sub-committees, including the Audit Committee, the Nomination and Remuneration Committee, the Risk Management Committee, and the Corporate Governance Committee. The Company has established the scope, authority, duties, and responsibilities of the Board of Directors, along with the Charter of the Four Sub-Committees with a focus on creating benefits and managing sustainability for all stakeholders covering in all economic, social, and environmental dimensions while conducting business fairly, transparently, and auditable. The Company's Corporate Governance Committee sets the company's policies and guidelines for good corporate governance, as well as regular reviews of the Company's good corporate governance principles in comparison with international practices and overseeing the performance of directors. In order to comply with the good corporate governance principles of various regulatory institutions, the Board of Directors has established a good corporate governance policy and has designated personnel at all levels as a guideline for their operations.

See more for BOARD OF DIRECTORS from link

Corporate Governance Code for Listed Companies 2017

The Board of Directors has supervised the Company by implementing the Principles of Good Corporate Governance Principles for Listed Companies in 2017 (CG Code) of the Securities and Exchange Commission (SEC). According to the joint assessment of the Board of Directors and the Management Committee, the Company found that its business operation is comply with the 8 principles of good corporate governance for listed companies in 2017. Therefore, the Company will review such operations annually to ensure that the Company operates in a balanced manner to contribute to the sustainability of the business.

GRI 2-9
Composition of the Board of Directors

The Company has a one-tier system board structure. The Board of Directors has established the nomination criteria, considering the diversity in the selection process, including skills, experience, gender, age, competence, and specific characteristics necessary for achieving the objectives and culture of the organization by establishing the Board Skills Matrix. Moreover, at least 1 - 2 independent non-executive directors must have experience in electricity, utilities, as well as related businesses.

(More details of the Board of Directors' structure and the Qualifications of Independent Directors)

GRI 2-9, 2-10
Nomination and Appointment of the Board of Directors

The Board of Directors has appointed the Nomination and Remuneration Committee to nominate and scrutinize appropriate persons to be appointed as directors of the Company based on proposals of major and minor shareholders, including the list of directors and Directors' Pool of trusted entities, which are databases of directors who have compiled a list of qualified persons in various fields, and then the Nomination and Remuneration Committee will consider the qualifications of directors on various issues in accordance with the criteria set by the Company and present them to the Board of Directors' meeting and the AGM for further approval.

In the nomination of directors, the Board of Directors has established the criteria for nomination with a focus on transparency, considering the diversity of director qualifications, in terms of independence, knowledge, skills, experience, expertise, and diversity are deliberately included in the nomination process to promote and leverage the diversity of our board of director in terms of gender, race, nationality, religion, age, cultural background, or other differences, as the Company values its views, participation, and non-discrimination. The Board of Directors has established the table of board's knowledge and expertise elements (Board Skills Matrix) to ensure that the composition of the board as a whole is appropriate and complete as necessary to achieve the main objectives and goals of the organization, able to meet the needs of stakeholders. As a result, the composition of the current committee complies with international laws and principles of good corporate governance as the detail below.

GRI 2-17
Director Development

In addition to recruiting qualified persons in various fields to serve as directors, GPSC continues to focus on improving the skills and knowledge of its Directors. In 2024, GPSC’s directors participated in the following training courses to develop their competence and knowledge.

Course Training Institute Number of Directors Participating
Director Certification Program (DCP 355/2024) Thai Institute of Directors (IOD) 1
Advanced Audit Committee Program (AACP 52/2024) 2
Risk Management Program for Corporate Leaders (RCL 35/2024) 1
Director’s Guide to Legal Obligations and Duties (DLD 1/2024) 1
ESG in the Boardroom: A Practical Guide for Board (ESG 3/2024) 1
Emerging Audit Standards and Implications for the Audit Committee 1
Enhancing Governance, Standards, and Financial Insights 2
Financial Statements for Directors (FSD 52,53/2024) 2
Ethical Leadership Program (ELP 33,35/2024) 2
Director’s Briefing : Leading with Urgency: Climate Action for Boards 1
Board’s Roles in Purpose-driven Transition (PDT 3/2024) 1
Chairman Forum 2024 : The Art of Chairman-CEO Dynamics: Fostering trust and Collaboration 2
The Executive Program in Energy Literacy for a Sustainable Future, TEA (Batch 19) Thailand Energy Academy 1
Climate Action Leaders Forum (CAL Forum), Class 2,3 organized Thailand Greenhouse Gas Management Organization (Public Organization) in collaboration with the Office of Natural Resources and Environmental Policy and Planning 2
PTT Group CG Day 2024 on the topic “Transformative CG for Net Zero”. PTT 1
Advanced Certificate Course Politics and Governance in Democratic Systems for High Level Executives (Class 28nd) King Prajadhipok’s Institute 1
Board skills and expertise
Click to Enlarge

(GPSC's Board Skill Matrix, as of December 31, 2024)

SKILL / EXPERTISE
CORE SKILLS SPECIFIC SKILLS EXPERIENCE
NAME-SURNAME DIRECTOR POOL POLICY DEVELOPMENT BUSINESS JUDGMENT STRATEGIC PLANNING FINANCE& ACCOUNTING INTERNAL AUDIT LAW CORPORATE GOVERNANCE&CSR RISK MANAGEMENT&INTERNAL CONTROL HR & ORGANIZATION DEVELOPMENT POWER INDUSTRY EXPERTISE* INTERNATIONAL BUSINESS INNOVATION MANAGEMENT MANAGEMENT = M
ACADEMIA = A
CONSULTING = C
RESEARCH = R
1. Prof. Dr. Supot Teachavorasinskun / / / / / / M, A
2. Gen. Prachaphat Vatchanaratana / / / / / / / / / M, A
3. Mrs. Nicha Hiranburana Thuvatham / / / / / / M, A
4. Mr. Somchai Meesen / / / / / / / / / M, A
5. Mr. Sarawut Kaewtathip / / / / / / / / / M, A
6. Mr. Distat Hotrakitya / / / / / / / / M, A
7. Mr. Wuttikorn Stithit / / / / / / / M, A
8. Mr. Kris Imsang / / / / / / / / M, A
9. Mr. Buranin Rattanasombat / / / / / / / / / M, A
10. Mr. Cherdchai Boonchoochauy / / / / / / / / M, A
11. Mr. Tibordee Wattanakul / / / / M, A
12. Mr. Toasaporn Boonyapipat / / / / / / / / M, A
13. Mr. Bandhit Thamprajamchit / / / / / / / / / M, A
14. Mr. Worawat Pitayasiri / / / / / / / / / / / / M, A
รวม 13 12 13 7 5 5 11 14 11 10 4 7

Remark: *Expertise in the electrical industry, which complies with the Global Industry Classification Standard (GICS) in the electrical industry business category.
(GPSC's Board Skill Matrix, as of December 31, 2024)

Industrial experience of GPSC’s Directors as of December 31, 2024
GRI 2-9, 2-11
NAME SURNAME POSITION WORK EXPERIENCE
1. Professor Dr. Supot Teachavorasinskun		 Independent Director / Chairman of the Board Professor Dr. Supot Teachavorasinskun is an Independent Director, Chairman of the Board of GPSC Group in 2024. He received a Bachelor of Engineering (Civil Engineering), Chulalongkorn University. Master of Engineering (Civil Engineering), University of Tokyo. Doctor of Engineering (Civil Engineering), University of Tokyo. Work experiences, Independent Director (Non-Executive) and Chairman of the Board, Thai Oil Public Company Limited, Independent Director, PTT Public Company Limited, Dean, Faculty of Engineering, Chulalongkorn University.
In terms of professional development training, he has completed Director Certification Program (DCP 269/2019) • Financial Statements for Director (FSD 32/2019) • Director Leadership Certification Program (DLCP 2/2021) • Role of the Chairman Program (RCP 53/2023) of the Institute of Directors Thailand (IOD). The Executive Program in Energy Literacy for a Sustainable Future, Class 10, Thailand Energy Academy
2. Gen. Prachaphat Vatchanaratana		 Independent Director / Member of the Corporate Governance and Sustainability Committee / Member of the Audit Committee (Non-Executive Director) Gen. Prachaphat Vatchanaratana is an Independent Director, Member of the Corporate Governance and Sustainability Committee, and Member of the Audit Committee of GPSC Group in 2023. He received a Bachelor of Laws from Ramkhamhaeng University, a Master of Laws from Ramkhamhaeng University, a Master of Arts in Political Science with a specialization in Public Administration from Kasetsart University, and an Honorary Doctor of Laws from Ramkhamhaeng University.
In terms of professional development training, he has completed the Subsidiary Governance Program (SGP 6/2023) of the Institute of Directors Thailand (IOD). หลักสูตร Director Certification Program (DCP 355/2024) • Advanced Audit Committee Program (AACP 52/2024) , Risk Management Program for Corporate Leaders (RCL 35/2024), Director’s Guide to Legal Obligations and Duties (DLD 1/2024), ESG in the Boardroom: A Practical Guide for Board (ESG 3/2024) ,Audit Committee Forum 2024: Emerging Audit Standards and Implications for the Audit Committee, Financial Statements for Directors (FSD 52/2024) Enhancing Governance, Standards, and Financial Insights, Ethical Leadership Program (ELP 35/2024) ,Board’s Roles in Purpose-driven Transition (PDT 3/2024)
3. Mrs. Nicha Hiranburana Thuvatham		 Independent Director / Member of the Corporate Governance and Sustainability Committee / Member of the Audit Committee (Non-Executive Director) Mrs. Nicha Hiranburana Thuvatham is an Independent Director and Member of the Corporate Governance and Sustainability Committee of GPSC Group since 2018 and Member of the Audit Committee in 2023. She holds a Bachelor of Arts degree with Honors (Second Class) in Political Science from Chulalongkorn University and a Master's degree in International Studies from Ohio University, USA (under the Foreign Student Scholarship). She has more than 10 years' experience in government sector. She previously held position as an advisor to the Prime Minister on social, Secretariat of the Prime Minister. Currently, she holds position as Deputy Secretary-General to the Prime Minister for administrative affairs. She is a key person who oversee and ensure good corporate governance and business transparency across the company.
In terms of professional development training, she has completed the Director Accreditation Program (DAP 164/2019) of the Institute of Directors Thailand (IOD). Advanced Audit Committee Program (AACP 54/2024)
4. Mr. Somchai Meesen		 Independent Director / Chairman of the Corporate Governance and Sustainability Committee / Member of the Audit Committee (Non-Executive Director) Mr. Somchai Meesen is an Independent Director, Chairman of the Corporate Governance and Sustainability Committee and Member of the Audit Committee of GPSC Group. He brings a fresh perspective on IT to the Board as he was the Director of Spring News and the Managing Director of Thansettakij Multimedia. His insights into the real estate business from his time at Aquarius Estate Company Limited in 2018 are also beneficial to GPSC Group in determining and implementing strategies.
In terms of professional development training, he has completed the following courses offered by the Institute of Directors Thailand (IOD):
  • Directors Accreditation Program (DAP 161/2019)
  • Financial Statements for Directors (FSD 45/2022)
  • Financial Reporting Cases: A Monitoring Guide for Board (RFP 6/2022)
  • Advanced Audit Committee Program (AACP 44/2022)
  • Ethical Leadership Program (ELP 33/2024)
5. Mr. Sarawut Kaewtathip		 Independent Director (Non-Executive Director) Mr. Sarawut Kaewtathip is an independent Director (Non-Executive Director). He receive B.S. in Chemical Engineering, University of Southern California, USA, M.S. in Chemical Engineering, University of Southern California, USA, Ph.D. in Chemical Engineering, California State Polytechnic University.
Working Experience related energy sector, Director General, Department of Mineral Fuels, Board Members and Risk Management Committee, PTT Global Chemical Public Company Limited Board Members, Malaysia-Thailand Joint Authority (MTJA)
Training Record with Thai Institute of Directors (IOD) • Director Certification Program (DCP 267/2018)
6. Mr. Distat Hotrakitya		 Independent Director/ Chairman of the Nomination and Remuneration Committee/ Member of the Risk Management Committee (Non-Executive Director) Mr. Distat Hotrakitya is an Independent Director/ Chairman of the Nomination and Remuneration Committee/ Member of the Risk Management Committee (Non-Executive Director) of GPSC group in 2024.
He received ENA Brevet d’Adminitration Publique, France. Diplome de Droit Compare (premier cycle), Strasbourg III (Robert Schuman) University, France. Bachelor of Laws (Honours), Chulalongkorn University, and Master of Laws, D.E.A. de DROIT PUBLIC, Strasbourg III (Robert Schuman) University, France.
He has experience in energy sector as follow: currently the Director, T.K.S. Technologies Public Company Limited. He has experience in Independent Director (Non-Executive)/ Chairman of the Corporate Governance and Sustainability Committee, Thai Oil Public Company Limited, Advisor to The Prime Minister, and Secretary - General to the Prime Minister.
In terms of professional development training, he has completed the Director Certification Program (DCP 94/2007) of the Institute of Directors Thailand (IOD).
7. Mr. Wuttikorn Stithit		 Director / Member of the Nomination and Remuneration Committee (Non-Executive Director) Mr. Wuttikorn Stithit is a Director of GPSC Group since 2019 and Member of the Nomination and Remuneration Committee in 2023. He also currently holds a Chief Operating Officer, Upstream Petroleum and Gas Business Group, PTT Public Company Limited and Director, PTT Exploration and Production Company Limited Mr. Wuttikorn has vast experience in an energy sector, as he was an Executive Vice President, Natural Gas Supply & Trading, PTT Public Company Limited and Executive Vice President, Natural Gas Distribution, PTT Public Company Limited before joining GPSC Group. He holds a Bachelor of Engineering degree in Electrical Engineering from King Mongkut Institute of Technology Ladkrabang, a Master of Business Administration (MBA) in Finance from Kasetsart University, and a Master of Science (M.S.) in Industrial and Systems Engineering from Ohio University, USA.
In terms of professional development training, he has completed the Director Certification Program (DCP 158/2012) of the Institute of Directors Thailand (IOD).
8. Mr. Kris Imsang		 Director (Non-Executive Director) Mr.Kris Imsang is Director of GPSC Group 2024. He receive Bachelor of Engineering (Civil Engineering), Chulalongkorn University, Thailand. He has experience about energy sector as : currently position : Chief Operating Officer, Downstream Petroleum Business Group, PTT Public Company Limited : Director / Chairman of the Risk Management Committee, Thai Oil Public Company Limited.
Work experience 5-Year Past Experience: Director/ Member of the Risk Management Committee/ Secretary of the Board of Directors/ President and Chief Executive Officer, IRPC Public Company Limited 2022 - 2024: Chief Operating Officer reporting to Chief Operating Officer, Downstream Petroleum Business Group, PTT, working on a secondment as Chief Executive Officer and President, IRPC Public Company Limited.
In terms of professional development training, he has completed the Director Refreshment Training Program (RFP 1/2564)
  • The Role of the Board in IT Governance, 2020
  • Director Certification program (DCP 139/2010) of Training Record with Thai Institute of Directors (IOD)
9. Mr. Buranin Rattanasombat		 Director/ Chairman of the Risk Management Committee/ Member of the Nomination and Remuneration Committee (Non-Executive Director) Director/ Chairman of the Risk Management Committee/ Member of the Nomination and Remuneration Committee (Non-Executive Director) of GPSC Group 2024.
He receive a Bachelor of Science, Prince of Songkhla University, MBA, Chulalongkorn University, Ph.D. (Management), Silpakorn University.
He is currently in the related energy sector position as Chief New Business and Sustainability Officer, PTT Public Company Limited: Director/ Member of the Risk Management Committee, IRPC Public Company Limited.
In terms of professional development training, he has completed the Director Leadership Certification Program (DLCP 4/2022)
  • Director Certification Program (DCP 174/2013)
  • Company Secretary Program (CSP 40/2011) of Thai Institute of Directors (IOD)
10. Mr. Cherdchai Boonchoochauy		 Director Mr. Cherdchai Boonchoochauy is 2024 GPSC group Director.
He receive a Bachelor of Science (Chemical Technology), Chulalongkorn University, Master of Engineering (Chemical Engineering), Chulalongkorn University, Master of Business Administration, Chulalongkorn University.
He has related energy sector experience as currently he is a Senior Executive Vice President, Innovation and New Ventures, PTT Public Company Limited.
In terms of professional development training, he has completed the Director Certificate Program (DCP 320/2022) of Thai Institute of Directors (IOD).
11. Mr. Tibordee Wattanakul		 Director/ Member of the Corporate Governance and Sustainability Committee Mr.Tibordee Wattanakul is a Director/ Member of the Corporate Governance and Sustainability Committee of GPSC Group 2024.
He receives a Bachelor of Business Administration in Finance and Banking (First Class Honors), Chulalongkorn University, Bachelor of Laws, Thammasat University, MBA, Carnegie Mellon University, USA, and Ph.D. Business Administration, University of North Carolina at Chapel Hill, USA.
The experience related energy sector are follows: Current Position Director, Bangchak Corporation Public Company Limited.
In terms of professional development training, he has completed the Certificate of Director Certification Program (DCP 279/2019)
  • Certificate of Advanced Audit Committee Program (AACP 35/2019)
  • Certificate of Risk Management Program for Corporate Leaders (RCL 28/2022)
  • Certificate of Financial Statements for Directors (FSD of 46/2022) of Thai Institute of Directors (IOD).
12. Mr. Toasaporn Boonyapipat		 Director/ Member of the Risk Management Committee Mr. Toasaporn Boonyapipat is Director/ Member of the Risk Management Committee of GPSC Group 2024.
He receives a Bachelor Bachelor of Engineering (Mechanical) (Second-Class Honors), Chiang Mai University and Master of Business Administration, Burapha University.
Currently position is President, PTT Global Chemical Public Company Limited.
Working experience related energy sector are Senior Executive Vice President - Upstream Petrochemical Business, PTT Global Chemical Public Company Limited and Director, Global Power Synergy Public Company Limited.
In terms of professional development training, he has completed the Director Certification Program (DCP 197/2014)
  • Role of the Chairman Program (RCP 47/2021)
  • Subsidiary Governance, Business and Legal Issues for Directors and Executives and Transformative Leadership for Global Enterprise 2022, Director’s Legal Liabilities, Ethical Leadership for New Era and High Performing Board & Board Effectiveness 2021 (In-house Programs by GC) of Thai Institute of Directors.
13. Mr. Bandhit Thamprajamchit		 Director (Non-Executive Director) Mr. Bandhit Thamprajamchit is a Director of GPSC Group in 2023 and is currently the position of Senior Executive Vice President, PTT Public Company Limited and Executive Director of Thai Oil Public Company Limited. He completed the Master of Business Administration (Executive), Sasin Graduate Institute of Business Administration of Chulalongkorn University (2006), M.Sc. in Advanced Chemical Engineering (Distinction), Imperial College, University of London, United Kingdom (1991) and Bachelor of Engineering (Chemical Engineering) (First Class Honours, Gold Medal), Chulalongkorn University (1990)
In terms of development training, he has completed the Director Certification Program (DCP) No. 187/2557, the Ethical Leadership Program (ELP) No. 27/2565, and Financial Statements for Directors (FSD 53/2024) of the Institute of Directors Thailand (IOD).
13. Mr. Worawat Pitayasiri		 Director / Secretary to the Board / Member of the Risk Management Committee / President and Chief Executive Officer (Executive Director) Mr. Worawat Pitayasiri is a Director, Secretary to the Board, Member of the Risk Management Committee and President and Chief Executive Officer of GPSC Group since 2020. He also holds a position as a Director of many utility organizations, such Xayaburi Power Company, Ratchaburi Power Company, Glow Group, Global Renewable Power Company Limited, Nuovo Plus Company Limited, Director / Executive Director, Board of The Federation of Thai Industries (FTI) (Term 2022-2024), Vice President, Committee of the Institute of Industrial Energy (Term 2022 – 2024), Executive Director of Thailand Energy Academy, Committee, Chulalongkorn University Alumni Association, under the Royal Patronage of His Majesty the King.
Worawat brings strong industrial and utility insights to the board, as he was a President at PTT MCC Biochem Company Limited, Executive Vice President, Downstream Business Group Collaboration at PTT Public Company Limited, and Executive Vice President, Downstream Business Group Planning at PTT Public Company Limited. He brings more than 20 years of in-depth experiences and operational insight that can strategically apply across the group effectively.
He holds a Bachelor of Engineering (Chemical Engineering) from Chulalongkorn University and Master of Business Administration from Thammasat University
In terms of professional development, he has completed the Director Certification Program (DCP 158/2012) of the Institute of Directors Thailand (IOD).
Performance evaluation of the Board of Directors by independent assessment
GRI 2-18, 3-3

GPSC regularly conducts independent assessment of the board by third-party for every three years to assess performance of the board, sub-committees, and individual directors to meet international standards. In 2024, the Company conduct a performance evaluation of the Board of Directors with a total of 3 assessments, including the Board of Directors Assessment Form, the Individual Directors Assessment Form (Self-Assessment and other Directors), and the Assessment Form of the Four Sub-Committees. Summary of performance evaluation of the Board of Directors and sub-committees is as follows:

RESULT OF PERFORMANCE EVALUATION OF THE BOARD OF DIRECTORS AVERAGE SCORE (%) 2024
Type 1 : Results of the evaluation of the entire board of directors 96.70 %
Type 2 : Individual Director Evaluation Results  
1. Self-assessment results 99.00 %
2. Cross evaluation results 99.23 %
Type 3 : Results of the Evaluation of the Sub-Committee  
1. Audit Committee 96.29 %
2. Nomination and Remuneration Committee 100.00 %
3. Corporate Governance Committee 99.03 %
4. Risk Management Committee 99.69 %

In this regard, the Company has established a process for evaluating the performance of the Board of Directors by an external body. This process involves engaging an external consultant to assist in developing guidelines and recommending evaluation criteria for the Board's performance at least every three years. The Company discloses this process in its annual report.

GRI 2-19, 2-20

Global Power Synergy Public Company Limited (GPSC Group) has established guidelines for the President and Chief Executive Officer to determine appropriate remuneration that reflects the success of organizations and individuals. The Board of Directors, in accordance with the recommendations of the Nomination and Remuneration Committee, conducts performance evaluations and determines the remuneration of the President and Chief Executive Officer. By using the performance evaluation criteria set in conjunction with the self-assessment of the President and Chief Executive Officer.

  1. Performance related to key performance indicators (KPIs) in the short term covers the following indicators:
    • a. Financial returns (e.g. operating income, earnings before interest, taxes, depreciation and amortization (EBITDA), net profit, return on assets (ROA), return on equity (ROE), and return on invested capital(ROIC))
    • b. Relative financial indicators compared to companies in the same industry (e.g. return on assets (ROA), return on equity (ROE), and return on invested capital(ROIC))
    • c. Other non-financial indicators (e.g. customer perspective, internal business process view, and learning and growth perspective)
  2. Performance aimed at building the company's long-term performance and management capabilities and leadership capabilities that will affect the company's long-term sustainability.

The success of these KPIs reflects short- term and long-term returns for the Chief Executive Officer and management. There is a transparent and reasonable process for determining compensation. Short-term compensation consists of salaries, bonuses, and other benefits, long-term compensation (e.g. long-term performance bonuses, etc.) will be given to chief executive officers and executives over a period of 4 years.

Performance and key performance indicators of CEO and executives

The Company evaluates the performance of chief executive officers, executives, and employees annually using the Core Performance Indicators of the Organization (KPI). Performance is evaluated based on: Creative Initiatives (70%) which supports corporate KPIs and special assignments and core behaviors (30%) which is evaluated according to the behavior of ACT SPIRIT

Long-term remuneration (remuneration linked to the share price, proportional to the duration of the share and the intermittent performance for variable remuneration) and provisions of recall
GRI 2-19

Global Power Synergy Public Company Limited (GPSC Group) Longest operating performance 1 Year in the variable remuneration assessment of the President and Chief Executive Officer While the maximum entitlement period is 4 years, the company has a clawback provision, the GPSC group cites the clawback provision under Section 85. of the Public Limited Companies Act B.E. 2535 ("Public Companies Act") and Section 89/7 of the Securities and Exchange Act B.E. 2551 (2008), which requires directors and executives to perform their duties responsibly in accordance with the law, objectives and regulations of the Company. In the event that any director or executive does not act in any way or fail to comply with the law, objectives and regulations of the Company and that caused any damage to the Company, the Company will claim for damages from such directors or executives and they may receive civil and/or criminal penalties under the law.

To drive and promote personal ownership as part of the behavior that the organization needs. The President and Chief Executive Officer encouraged the Company's employees, especially senior executives, to voluntarily hold the Company shares in order to build long-term commitment and trust from our investors. However, all must strictly comply with the regulations set out by the Securities and Exchange Commission. To prevent trading using insider data or unethical conduct. For more information on the number of shares held by the Chief Executive Officer and President, including executive members, please refer to the following:

POSITION MULTIPLE OF BASE SALARY
Chief Executive Officer and President 0
Executive (Average) 0.18
Updated as of February 2025

The content above is based on sustainability reporting standards by The Global Reporting Initiative (GRI Standards) and externally validated and verified for accuracy of the reporting data at "Limited Assurance" level.

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