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Cristalla

Corporate Governance and
Business Ethics

Corporate Governance and Business Ethics

The Cristalla Group is committed to operating within the framework of  Code of Business Conduct , with a comprehensive management system in place, while conducting business with fairness, accountability, and integrity in order to build trust among all stakeholders.

Cristalla Group places importance on the diversity of the Board of Directors to ensure that the Board can deliberate and make decisions effectively, taking into account the full impact on the company and its stakeholders from all aspects of business operations, including social and environmental impacts, in order to achieve the company’s strategic goals, development, and sustainable growth.

Management Approach

Cristalla focuses on adhering to good corporate governance principles, in alignment with the company’s code of ethics, under applicable laws and regulations, with appropriate sustainability and risk management planning in accordance with sustainable development guidelines. The company is also committed to developing business capabilities to create stable and sustainable growth and value for all stakeholders.

 

The Board of Directors is responsible for leading the organization in setting direction, strategy, operational objectives, and long-term success. The Board holds regular meetings to hear development guidance and recommendations on sustainability management processes, risk management, and internal audit, in order to elevate operational efficiency and effectively address potential risks.

 

Furthermore, Cristalla has implemented a Complaints Policy through an Online Complaints System to emphasize the importance of receiving feedback from directors, executives, and employees. In 2025, no significant ethical complaints were identified.

Code of Business Conduct

Cristalla has established a Code of Business Conduct to uphold integrity, legal compliance, morality, and ethics, as well as to prevent conflicts of interest.

The company has established comprehensive rules to prevent conflicts between personal and organizational interests, as follows:

  1. Employees must avoid transactions that may involve themselves personally and could create conflicts of interest with the company.
  2. No person within the company may use opportunities or inside information arising from their duties or position to seek personal gain or for others, including for conducting business that competes with the company and/or related businesses.
  3. No person within the company may use company information as a reference to external parties for personal benefit.
  4. No person within the company may disclose the company’s confidential business information to external parties, especially competitors, even after leaving the company’s employment (except where more than 1 year has elapsed since termination).
  5. All persons within the company must safeguard confidential organizational information and prevent it from being disclosed to unauthorized individuals.

Cristalla has a duty to maintain transparency in its operations, protect shareholders’ interests by considering current and future market conditions and risk factors, and treat employees, customers, and business partners ethically. The company is committed to promoting understanding, acceptance, and compliance with the Code of Business Conduct among all personnel, which will result in:

  • The company maintaining its responsibility to society and all stakeholders
  • Employees having higher efficiency and capability in their work
  • Fairness and equality within the organization
  • Employees conducting themselves with dignity and integrity
  • The company receiving recognition and trust from society
  • Employees enjoying a better quality of life and well-being

Anti-Corruption

Corruption is a criminal offense that impairs free competition and is an act contrary to the company’s Code of Business Conduct, causing damage to reputation, stakeholder confidence, and company profitability. To promote policy compliance, employees are required to receive training on anti-fraud and anti-corruption measures, including the legal consequences and disciplinary penalties for such misconduct.

Cristalla conducts business based on good corporate governance principles, with fairness and adherence to the code of ethics, always prioritizing the best interests of all stakeholders from both domestic and international operations. The company has established an Anti-Corruption Policy as a tool to prevent corruption and as a guideline for conducting business that promotes stability and sustainable growth. The roles and responsibilities of all parties in the organization are defined as follows:

  • The Chief Executive Officer and executives are responsible for promoting compliance with the policy among all relevant parties.
  • The Board of Directors and employees are responsible for maintaining the highest standards in business conduct.
  • Employees must not overlook evidence or behavior indicative of corruption.
  • Employees must fully cooperate in all fact-finding investigations.

Non-compliance with the company’s Anti-Corruption Policy constitutes a serious disciplinary offense, a breach of the employment contract, and a criminal offense, which may cause serious damage to the company’s reputation. Any discovered corruption must be reported to a supervisor immediately. The offending party will be subject to disciplinary action under the company’s regulations and may face legal prosecution.

The company has established a transparent and rigorous investigation process as defined in the company’s regulations, which specifies fair and appropriate penalties for employees who fail to comply with the policy.

Whistleblowing and Complaints

All employees are encouraged to report substantiated facts regarding actions suspected of violating company policy through the company’s official complaints channel. Employees who report legitimate facts will not be harmed or disadvantaged, provided the complaint is made in good faith through the company’s Online Complaints System.

 

Cristalla is committed to protecting employees who make complaints in good faith by maintaining strict confidentiality and rigorously handling suspected internal violations. If a complaint is found to be false, fraudulent, malicious, reckless, or made for personal gain, it shall be deemed a disciplinary offense as specified in the Cristalla Employee Handbook.

Violation of Regulations
and Laws

Cristalla requires all employees to comply with the organization’s regulations and policies. In the event of a violation of ethical regulations, standards, or organizational excellence standards, appropriate measures will be taken immediately. To prevent breaches of regulations, Cristalla has implemented the following procedures:

 

  • Conducting orientation programs for new employees and executives
  • Providing online training courses for employees
  • Communicating business ethics to all employees
  • Requiring all employees to adhere to ethical standards
  • Taking decisive and immediate action upon discovering fraud, including legal prosecution
  • Having the Internal Audit Office conduct regular organizational audits to ensure Cristalla complies with all applicable regulations and legal requirements