Tidlor Holdings Public Company Limited (the "Group") recognizes the critical role of Investor Relations ("IR") in maintaining effective communication with shareholders, individual and institutional investors, analysts, the media, relevant government authorities, and the general public. The IR function is responsible for communicating and disclosing the Group's information, news, and activities in an accurate, complete, transparent, timely, and equitable manner, while fostering investor confidence and enhancing the Group's corporate reputation.

The Board of Directors recognizes that both financial and non-financial information are essential to the decision-making process of shareholders and all stakeholders. Accordingly, the Group places great importance on the transparent disclosure of material information and has established this Investor Relations Code of Conduct to serve as a guiding framework for the IR function. The Code is intended to ensure that investor relations activities are conducted with integrity and professionalism, in accordance with the principles of good corporate governance and the Group's Code of Business Conduct. It also emphasizes strict compliance with applicable laws and regulations, promotes transparent and fair disclosure practices, and upholds the interests of shareholders and all stakeholders as a fundamental principle.

Directors, senior executives, investor relations personnel, and all employees who have access to inside information or are involved in the Group's investor relations activities shall strictly comply with this “Investor Relations Code of Conduct”, which is based on the following principles:

1) Accurate, Adequate, and Timely Disclosure of Material Information

  • Disclose material information necessary for investment decisions in an accurate, complete, transparent, timely, and equitable manner, while exercising due care to avoid misunderstandings or misinterpretations. The Group shall not disclose confidential business information or proprietary information that could place the Group at a competitive disadvantage or impair its competitiveness.
  • Respond to inquiries from shareholders, investors, analysts, and other stakeholders accurately, adequately, transparently, and in a timely manner.

2) Protection of the Group's Inside Information

  • Maintain the confidentiality of the Group's inside information and refrain from disclosing or using any material non-public information for personal benefit or for the benefit of any other person.
  • Observe a Silent Period by refraining from meetings or communications with investors, analysts, and other stakeholders during the 15-day period prior to the announcement of the Group's quarterly or annual financial results.

3) Fair and Equitable Disclosure

  • Ensure that information presented at selective meetings, such as analyst meetings or institutional investor meetings, is published on the Group's website after each meeting to provide equal access to information for the public.
  • Exercise caution when communicating through social media platforms. If any information circulated through social media may result in misunderstanding or misinformation, the Group shall promptly provide clarification through the Stock Exchange of Thailand's disclosure system to ensure all stakeholders receive the same information simultaneously and to prevent selective disclosure.
  • Provide all stakeholder groups with appropriate access to corporate information and opportunities to make inquiries, while respecting personal data privacy and applicable legal requirements. Information requests may be directed to InvestorRelations@tidlor.com or by telephone at +66 (0) 2 792 1394.

4) Integrity and Professional Conduct

  • Perform investor relations duties with competence, professionalism, accountability, integrity, and impartiality. Investor relations personnel shall carry out their responsibilities fairly and without discrimination or influence arising from personal interests, incentives, or benefits, and shall not provide preferential treatment to any individual or group at the expense of the interests of the Group and its stakeholders.
  • Strictly comply with all applicable laws, regulations, rules, and guidelines issued by relevant regulatory authorities, including the Securities and Exchange Commission (SEC) and the Stock Exchange of Thailand (SET), as well as the Group's internal policies and regulations. Investor relations personnel shall also continuously enhance the quality of the Group's investor relations practices to support the Group's long-term sustainable growth and adherence to international best practices.
  • Refrain from trading the Group's securities during the Blackout Period in accordance with the Group's Policy on Material Non-Public Information and Prevention of Insider Trading. Directors, senior executives (as defined by the Securities and Exchange Commission and subject to statutory securities holding reporting requirements), and employees who possess or may possess inside information are prohibited from buying, selling, or transferring TIDLOR shares during the 30 calendar days preceding the announcement of the Group's quarterly or annual financial results and until three business days after such announcement. In addition, directors, senior executives, and employees who possess or may possess inside information are required to hold TIDLOR shares for a minimum period of 90 days from the acquisition date, unless otherwise approved by the Chief Executive Officer or an authorized delegate.
  • Any person who becomes aware of a violation of this Investor Relations Code of Conduct shall promptly report the matter and its potential impact to the relevant executive supervisor and the Transaction Governance Department without delay.
    This Investor Relations Code of Conduct forms an integral part of the Group's Principles of Good Corporate Governance and the Code of Ethics and Code of Conduct for Employees. Investor relations personnel are also required to comply with all other applicable policies, codes, and guidelines of the Group in the performance of their duties.