Page 36 - BAM ONE REPORT 2565 (ENGLISH VERSION)
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30                                                       define the target group better and the non-performing assets








          The company’s shareholding structure                     1.   Determination of transaction condition between
               The company has no subsidiaries nor joint ventures.  the company and the FIDF, other major shareholders or
          However, the company has investment in the equity in the  enterprises or state enterprises that the FIDF or other
          companies listed in the stock exchange and other companies  major shareholders of the company are the shareholders.
          as a result of forced guarantee or debt restructuring between       To enter into a transaction between the company
          the debtors and the company or existing financial institutions.  and the FIDF, other major shareholders or enterprises or
      Bangkok Commercial Asset Management Public Co., Ltd.
                                                              state enterprises in which the FIDF or other major shareholders
          Relationship with the business group of the major   of the Company are a shareholder, it shall be subject to
          shareholders                                        the Competitive, Commercial and Arm’s Length. Additionally,
                 The Financial Institution Development Fund (FIDF)  such transactions shall be necessary and reasonable for
          was established on 27 November 1985 pursuant to the  best interest of the company’s businesses. The directors
          Royal Decree amending the Bank of Thailand Act B.E. 2485  or executives having direct or indirectly interest with the
          (1942) with the objectives to provide financial aid, restore  company’s transaction, shall not engage in considering
          and develop Thai financial institutions for stability and  approval of such transaction to prevent interest transfer.
          equilibrium, particularly amid eruption of financial crises,
          under the BOT’s and the government’s policy frameworks.       The Company understands that the FIDF has a clear
          In the wake of the 1997 financial crisis in Thailand, the FIDF  policy in doing transactions and implementing the company’s
          rendered financial assistance to the troubled financial  policy fairly, as well as complying with the principles of
          institutions and, as such, needed to hold shares in numerous  transaction making and the company’s policy in such
          financial institutions and asset management companies. As  regard.
          at 31 December 2021, it held shares in two asset management
          companies, comprising 45.79% in BAM and 99.99% in        2.   Independent trading competition promotion
          Sukhumvit Asset Management Company Limited (“SAM”),       The company shall be independently commercially
          and also held 55.07% of shares in Krungthai Bank Public  competitive for best interest of the company’s business.
          Company Limited (“KTB”), as illustrated in the chart below:  For example, the Company shall be independent in defining
                                                              interest rate, fee, service charges, sale price or property
                                FIDF                          transfer acceptance, marketing policy and non-performing
                                                              loan bidding etc.


                45.79%             99.99%            55.07%        3.   Determination of policy for purchasing and
                                                              distributing properties for the company’s business
              BAM               SAM                KTB        operation.
                                                                   The company shall have clear and independent
                                                              policy for considering purchase, transfer accept or distribution
               To prevent conflict of interest that may happen from  of non-performing loans as well as operation of other
          the same major shareholder and to ensure that the company  businesses for the company’s normal trade management.
          is free for operating the businesses, the FIDF approves the  Additionally, the Company shall have clear standard about
          code of practice to prevent conflict of interests in any  return pricing to have a fair price by recognizing suitability
          matter according to the letter No.For.Kor.Thor. 252/2558,  of the investment’s return.
          dated 08 June 2015, with following details
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