good corporate governance of ptt group
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Good Corporate Governance of PTT Group. Mr. Wisarn Chawalitanon Acting President, PTT Philippines Corporation. At the 1 st Philippine International Corporate Governance Forum 2012 August 15, 2012 Marriott Hotel, Resort World, Pasay City, Metro Manila, Philippines. Agenda. - PowerPoint PPT PresentationTRANSCRIPT
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Good Corporate Governance of PTT Group
Mr. Wisarn ChawalitanonActing President, PTT Philippines Corporation
At the 1st Philippine International Corporate Governance Forum 2012August 15, 2012
Marriott Hotel, Resort World, Pasay City, Metro Manila, Philippines
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Agenda
Good Corporate Governance of PTT
Overview of PTT Group
PTT is a fully-integrated oil and gas company and SOE
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Vietnam
Cambodia
Thailand
Myanmar
Southern China
Laos
Philippines
• Houakhong Trading 27 oil Stations 6 oil depots Sales volume: 4 MML/Mo. (8.24 % mkt share)
• Border trade: Mogas, Gasoil,Lube, Fuel Oil, Bitumen
• PTT Cambodia - 6 oil stations (PTT Cambodia) - 3 oil depots - 2 into-plane service (60% share)• Oil marketing: 15 MML/Mo. (15% Mkt .
Share)• Border trade: Mogas, Gasoil, Lube
• Border trade to Southern Yunnan: Mogas, Gasoil, Jet• FST office (JV): jet fuel supply at HK airport
• Rep. office at Guangzhou (PTT Group)
• Border trade: Mogas, Gasoil• Sell Jet A-1 via vessel• Lube sales via dealer• E&P: rep. office & operation • VLPG
- fill & sell LPG (45%) - 1 LPG Depot• Lube Sales via agent• Solvent business (ThaiOil)• PTTPM rep. office• E&P operation
• Port Klang depot: 216 KT• K1 floating: capacity = 283 KT• Share in Asian Petroleum Hub (APH)• KPL depot: 300 Tons• Oleochemical business (PTTCH’s JV)
• PTTT office• PTTCH Inter office
Malaysia
Singapore
• PTT Philippines Corporation 51 Retail Gas Stations 3 Oil Depots (Subic, Clark and Cebu) Engage in Retail, Commercial, Distributor & Aviation business Sales volume : 60 MML/Mo. (3% Mkt. share)
Data as of April 2010
PTT GROUP ALREADY HAS SIGNIFICANTMARKET PRESENCE IN INDOCHINA
Indonesia
• Trading Gasoil• PTTGE• Coal business
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11,596
9,129
2,194993
PTT Group is a driving force of Thailand’s economyHighest market cap in SET
Ministry of Finance(51%)
Vayupak Fund 1(15%)
Thai(16%)
Total state shareholding
67%
State remittance
GDP contributionShareholding
structureunit : billion baht
GDP ’2011**GDP estimated by NESDB as of 21 Nov. 2011
SET PTT Group PTT
Market Cap (million baht) %
SETPTT GroupPTTPTTEPPTTGCTOPIRPCBCPอื่นๆ
9,239,4352,183,268
982,567585,977328,985146,882
96,45030,01712,390
100.023.610.6
6.43.61.61.00.30.1
As of 16 Feb 2012
Others76%
PTT Group13%
PTT11%
(78% of GDP)
(18% of GDP)(8% of GDP)
foreign(17%)
Public shareholders
5
Social security(1%)
CGCorporate
Governance
CSRCorporate Social
Responsibility
HPOHigh Performance Organization
PTT Group Mission“Thai Premier Multinational Energy Company”
Economic
Environ-mental
Social
Sustainable Growth Strategy
Synergy Innovation Trust & respectPerformanc
eExcellence
Responsibilityfor Society
Integrity& ethics“sm
art”“good”
To conduct integrated energy and petrochemical business as the nation's energy company whose mission is to equally respond to all stakeholders through the following aspects:
PTT Corporate Values
PTT Group Vision
Dow JonesSustainabilityIndexes
“Top quartile performance”
Big
Strong
Long
Aspiration : Becoming a Global Fortune 100 Company by 2020 With Top Quartile Performance and on DJSI by 2013
Shareholders
PartnersPeople &Society
Employees
Customers
Nation
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To the Country Ensuring long-term energy security by providing sufficient high quality energy supply at fair prices to support economic growth.
To Society and Community
Being a good corporate citizen to protect environment and improve quality of life of the communities
To Shareholders Conducting a profitable business leading to sustainable growth while providing optimum returns to stakeholders
To Customers Ensuring customer satisfaction by delivering high quality products and services at fair prices
To Business partners
Conducting business with partners at fair and arm’s length basis promoting synergy and coordination, creating capability and efficiency in long-term business partnership
To Employees Providing supporting capability building in professional conduct, ensuring employee’s wellbeing to be comparable to other leading companies
Sustainable Growth Strategy
Economic
Social Environmental
Sustainable growth strategy
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HPOHigh
Performance Organization
CSRCorporate
SocialResponsibility
CGCorporate
Governance
“Stakeholders are ensured that directors can independently perform their duties with appropriate balance.”
* Director and Secretary to the Board : President &CEO
Board of Directors is comprised of more than half of independent directors
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A total of 15 directors(as of August 2012)
14 non-executive directors 1 executive director*
10 independent directors 5 directors
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Good corporate governance structure
SOE roles Listed company roles Observe government policies Relieve energy price burden for
consumers
Create benefits for shareholders Grow business
From balancing between a state-owned enterprise and a listed company
Challenges of PTT’s Board of Directors in supervising PTT as a state-owned enterprise and a listed company
shareholders
suppliersemployees
customers
country
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VS
To equitable balance among all groups of stakeholders
Public/society/
community
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Supervising AgenciesBusiness operation Management
More supervision after PTT privatization
Energy operator Listed co.
Analyst
shareholders
ตลท.
ปปช.
สตง.
SOE
Energy Operation Act
Energy Regulatory Commission
สศช.
Corporate Governance Handbook of PTT
1st CG Handbook in 2003
Revised CG Handbook in 2005
คู่มอื CG ฉบบัปรบัปรุง ปี 2010
• Compliance with Laws and Regulations and Human Rights Principles• Political Support• Stakeholding and Conflicts of Interest• Confidentiality, Safeguarding and Use of Inside Information• Practices with Customers and Consumers• Practices with Trade Competitors• Procurement and Practices with Trade Partners
Corporate Governance Principles of PTT
Code of Business Ethics
Adhere to Good Corporate Governance Principles for transparency enhancement
• CG Handbook in line with standards of SET and OECD
• Equivalent to Code of Ethics of Thai constitution
• Community and Social Responsibilities• Treatment of Employees• Internal Audits and Internal Audits• Receiving and Offering Customary Gifts, Assets or other Benefits• Safety, Health and the Environment• Intellectual Properties and Use of the Information Technology and
Communication System 13
CG in ActionCommunication channels
www.pttplc.com
[email protected] Corporate Secretary
Web site
Call Center
[email protected] Investor Relations Department
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1365
SET Awards• Top Corporate Governance Report
Award 2010 & 2011• Best Corporate Social Responsibility
Awards 2011
TQA 2010 (Natural Gas Transmission Pipeline) TQC 2011 (Oil BU, Gas BU, Trading BU)
Trusted Brand 2010 & 2011
• Thailand’s Top Brand -Platinum Award for Service Station
• Thailand’s Top Brand - Gold Award for Lubricant products
Board of the year Award 2010/11
Best CEO 2010 & Best CEO for Energy Sector 2011
Outstanding State Enterprise Award 2010 & 2011• Best State Enterprise of
the Year, Best of the Best
• Outstanding Leadership
• Outstanding Innovation
2010-2012 Awards of AchievementsPTT is widely recognized among business communities both international and local
Best CEO 2011 & 2012Best CFO 2011 & 2012Best Managed Company 2011 & 2012Best Corporate Governance 2011 & 2012Best Investor Relations 2011 & 2012Best Corporate Social Responsibility 2011 & 2012Best Commitment to Strong Dividend Policy 2011 & 2012
Asian Corporate Director Recognition Awards 2010 & 2011 & 2012• Asia’s Best CEO• Asia’s Best CFO• Best IR Website/Promotion • Best Environmental Responsibility
• Best Investor Relations• Best Investor Relations Professional
Thai BMA Best Bond Awards 2010 (Deal of the Year, Most Creative Issue, Best Investor Relations Issuer) & 2011 • The Leading Corporations in Thailand
• The Leadership Achievement Award for the Asia Pacific region
The winners of The Asset’s Platinum Awards in 2010 & 2011
The Asian Banker Annual Achievement Awards 2012 • The Leadership
Achievement Award for the Asia Pacific region
• The Leading Corporations in Thailand
Asia Talent Management10th Asia Business Leaders Award 2011
8th Top Asia Overall Performance of 2011 (7th Top Asia Energy in 2010)3rd Top Asia Integrated Oil&Gas of 2011 (35th Top Global Energy in 2010)
95th Fortune Global 500 of 2012- 128th in 2011 - 155th in 2010 - 118th in 2009
167th The Biggest Listed Companies in the World 2012-171th in 2011-196th in 2010 -244th in 2009
Dow Jones SustainabilityIndex # 17 in 2012
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Key Success factors of PTT’s CG
Strong support by executives CG is part of
corporate culture, not just a regulationAssigned as one
of KPIs for all departments Continuous campaigns on
CG’s importanceTrust in CG, daily practices, and
beliefs
Continuously improve and update CG to
align with business and environment
changes
Balance All Stakeholders’ Interests
SocietyEnvironment
Shareholders
PartnersPeople &Society
Employees
Customers
Nation
People & Society
Partners
Shareholders
Nation
Customers
Employees