Anti-Bribery and Corruption Policy
and Procedure

Talis Asset Management (hereinafter referred to as the “Company”) continuously strives for regulating good corporate governance practices by being socially responsible towards the community as well as all shareholders and stakeholders. The Company has been certified as a member of the Private Sector Collective Action Coalition against Corruption (CAC) by the CAC Committee. This confirms our commitment to opposing all forms of corruption and adhering to the Organic Act on Counter Corruption, B.E. 2542, Section 123/5.

The Board of Directors has established this “Anti-Bribery and Corruption Policy and Procedure” to be used as practical guidelines for conducting business. The Company has a strict zero tolerance in regards to bribery and corruption, and this policy applies to all levels within the organization and related third parties.

Corruption means any type of bribery such as offering money, assets, or other financial and other reward to a government officer, private officer, trading partner, or any relevant person in charge, either directly or indirectly, in order for the person to perform or refrain from performing his/her duty for the purpose of acquiring or retaining a business advantage.

Bribery means granting, offering to grant, or promising to grant assets or other benefits to a government officer in order to persuade him/her to wrongfully perform, not perform, or delay the performance of his/her duty.

Asset means physical, non-physical, movable, immovable, tangible, or intangible objects or instruments that have a monetary value, such as money, a house, or a car.

Other benefit means any special privilege or advantage that may be of value and are not limited to gratuity or property, such as discounts, entertainment, or job placement.

Political contribution means providing cash or political support, such as offering gifts, attending political events, or encouraging employees to participate in a political cause on behalf of the company.

Charitable contribution means donating money or assets to a person or organization without expecting or accepting a business advantage in return.

Management division means the Chief Executive Officer (CEO), Chief Investment Officer (CIO), and Chief Operating Officer (COO).

Section 123/5: Whoever gives, offers, or agrees to give a property or any other benefit to any government official, official of a foreign government, or official of an international organization in order to induce such person to do, refrain from doing, or delay any act in violation of his/her lawful duty shall be punished with imprisonment not exceeding five years or a fine not exceeding 100,000 baht, or both.

In case the person who committed the offense in paragraph one is a person who has a relationship with a juristic person and such act was done for the benefit of such juristic person and such juristic person does not have a proper internal control to prevent the offense, such juristic person will be subject to liability under this Section and shall be punished with a fine of one time, but not more than two times the damages incurred or benefits received.

The person who has a relationship with the juristic person in the second paragraph shall mean an employee, agent, affiliated company, or any person who acts for or in the name of the juristic person regardless of whether he has authority or duty to act as such.

2.1 The Board of Directors is responsible for determining the policy and monitoring, and forming an effective system for the anti-corruption act in order to affirm that the Management Team intensively concerns, emphasizes, and cultivates an anti-corruption mindset as the Company’s culture.
2.2 The Audit Committee is responsible for revising internal controls, audit functions, and risk management so that such operations are appropriate, effective, and conformed to the Company’s Anti-Bribery and Corruption Policy and Procedure.
2.3 The Management division is responsible for determining the anti-corruption system, promoting, and enforcing an anti-corruption mindset to all staff and related parties. This also includes reconsideration on system or regulation in order to best adjust with business changes, regulation, standard, and laws.
2.4 The Directors, Management, and staff are required to strictly adhere to the Company’s Anti-Bribery and Corruption Policy and Procedure, as well as acknowledge the penalties for violation.
2.5 The operating and risk management department is responsible for auditing, assessing, and evaluating business transactions to ensure they are compliant with related policies, and directly report to the Audit Committee.

Directors, executives, and employees are prohibited from involving in corruption, both directly and indirectly. The Anti-Bribery and Corruption Policy and Procedure must be reviewed regularly and is subject to revision in accordance with changes in business policies, regulations, standards, and laws. Any individuals found to be involved in corrupt activities will be subject to disciplinary action in line with the Company’s policy.

The Anti-Bribery and Corruption Policy and Procedure covers the following acts:

3.1 Giving and accepting bribery
Under no circumstances is bribery of any form, whether directly or indirectly, justified or tolerated by the Company.

3.2 Giving or accepting gifts and hospitality
Offering and acceptance of gifts, assets, hospitality or other benefits to/from customers, business partners, government officers, or related parties must be in compliance with the regulation on “Offering and Acceptance of Gifts, Assets or Other Benefits” prescribed in the Company’s “Compliance Manual.”

3.3 Political Contributions
The Company is politically neutral and shall not directly or indirectly contribute to and engage in any actions affiliated with political parties or groups.

Directors, executives, and employees have rights and freedom under the constitution to exercise political activities, but must not claim the status of being a director, an executive and an employee of the Company and must not utilize company assets or provide its services to support political activities.

If directors, executives, and employees engage in any political activities, they must take particular care not to imply or mislead that the Company is supporting any political parties.

3.4 Charitable Contributions
Granting a contribution or receiving aid must be transparent and in accordance with stipulated laws by confirming that such transaction shall not be claimed as a bribery act.


  1. Organizations, individuals, or groups asking for donation must not have reciprocal interests with other parties.
  2. Organizations, individuals, or groups asking for donation must submit a proposal form to the Company’s CEO for approval.
  3. Use of the Company’s money or assets for charitable contributions must be done under the name of the Company.
  4. Any actions taken must be in compliance with the procedures of reviewing and approving charitable contributions or sponsorships as stipulated by the Company’s regulations.

3.5 Procurement
Purchasing products and/or services must be transparent and compliant with the procurement policies of the Company and related public and private sectors.

3.6 Facilitation Payment
The Company prohibits the act of facilitating or expediting payments, as well as giving or accepting bribery to/from government officials both directly and indirectly.

Expediting payments are only permissible if allowed by the service provider and there must be proof of payment of the expediting fee.

3.7 Human Resources Management
The Anti-Bribery and Corruption Policy encompasses human resources management procedures including recruitment, promotion, training, and performance appraisal. Supervisors at all levels are responsible for communicating the Policy to their teams and monitoring to ensure effective application of the Policy.

  1. The Company must be fair and protect any employees who refuse to associate themselves with corruption. The Company shall not demote or punish employees for turning down bribery, although his/her action may lead to the Company’s loss of business opportunity.
  2. Directors and executives must educate, promote understanding, and encourage employees at all levels to strictly and continuously adhere to the Anti-Bribery and Corruption Policy so that it becomes a part of the organizational structure. Penalties for violation include formal warnings, fines, and immediate termination.
  3. Directors, executives, and employees at all levels must not be negligent when they witness any act of possible corruption, and shall report the matter to his/her supervisor or the responsible person and give full cooperation in the investigation.
  4. Directors, executives, and employees at all levels must inform external parties of the Company’s Anti-Bribery and Corruption Policy and Procedure, particularly the clause about accepting gifts and hospitalities.

The Company is committed to create and sustain the organizational culture of zero tolerance of corruption when dealing with both government and the private sector.

The Company provides channels of complaints in case the internal or external personnel has suspicions or detects any act that is related to fraud and corruption.

5.1 Channels for Complaints
Any suspicion or evidence of other employees, or anyone acting for or on behalf of the Company, engaging in bribery and corruption must be reported immediately through a channel below:

  • Suggestion box (located next to the photocopy room)
  • Submit a formal letter to the Risk Management department or the Auditing Committee

5.2 Protecting the Personnel Reporting Misconduct
The Company provides procedures to protect the personnel who has given information concerning the misconduct. Information regarding the misconduct and the personnel shall be kept confidential.

5.3 Investigation and Sanction

  • All allegations of bribery and corruption (anonymous or otherwise) will be investigated thoroughly.
  • The alleged person has the right to prove his/her innocence in front of the investigation committee.
  • Directors, management, and employees who violate the Anti-Bribery and Corruption Policy and Procedure, including involvement in any corrupt activities and failure to report actual or potential breaches of this policy, will be subject to employment termination. In the event of a willful breach, the Company may pursue both civil and criminal suits.
  • Any agent, intermediary, supplier, or contractor who violates this Policy will be
  • subjected to contract termination or business exit.

5.4 Penalty for False Report
Any person who willfully makes a false complaint or report that an offense has been committed under the Anti-Bribery and Corruption Policy and Procedure shall be subject to the Company’s disciplinary procedures or legal sanctions.

6.1 Gather and analyze data from external and internal sources, such as internal control systems and expense records.

6.2 Determine risk factors, including any characteristic or exposure of an individual that increases the likelihood of corrupt behavior that can have negative effects on the Company.

6.3 Assess the risk and ramification of bribery.

6.4 Develop a risk management plan.

6.5 Report all incidents to the Board.

7.1 External Communication
The Company’s zero tolerance policy towards bribery and corruption shall be communicated to agents and intermediaries for their acknowledgement and compliance.

  1. The Company shall announce the Anti-Bribery and Corruption Policy and Procedure on the website.
  2. External third parties are welcome to send comments and feedback to or submit a formal complaint to the Company’s office, addressing the Risk Management department.

7.2 Internal Communication and Training

  1. Directors and executives are responsible for relaying the Company’s zero tolerance policy towards bribery and corruption to employees of all levels.
  2. Employees will receive continuous training about the Anti-Bribery and Corruption Policy and Procedure through emails, announcement boards, and at least one training session per year.
  3. The orientation training about the Anti-Bribery and Corruption Policy and Procedure shall be given to new hires so that they would clearly understand the Company’s expectations and the penalties in the event of a violation.
  4. Inquiries about the Anti-Bribery and Corruption Policy and Procedure can be directed to the Risk Management department.

8.1 The Company shall ensure that books, records, and overall financial reporting are complete, truthful, accurate and transparent, comply with all applicable laws, and meet the
standards required for good corporate governance.

8.2 All accounts, invoices, and other documents and records relating to dealings with third parties, including but not limited to customers, suppliers, and business contacts, shall be maintained with strict accuracy and completeness. Every document will be examined by an SEC-certified auditor.

8.3 In order to prevent bribery, there will be no “off-the-books” accounts, inadequately defined transactions, or false data entries.

9.1 The Anti-Bribery and Corruption Policy and Procedure is to be reviewed on a triennial basis, or when there are significant changes in business, regulations, rules, or official requirements.

9.2 The Auditing Committee shall regularly review the effectiveness of the Anti-Bribery and Corruption Policy and Procedure and provide recommendations to the Board when deemed necessary.