Page 162 - BAM ONE REPORT 2564 (ENGLISH VERSION)
P. 162

160   Part 2
             Corporate Governance








          The Audit Committee                                       (d)   Review and ensure that the Company
                As of November 19, 2019, the Audit Committee            complies adequately and appropriately with
          was composed of four members, as follows:                     the anti-corruption policy and measures.
          1. Mr. Vasant Thienhom     The chairman of the            (e)   Consider, select and nominate an independent
                                     Audit Committee                    person to act as the Company’s auditor and
          2. Mr. Yos Kimsawatde      Member                             propose remuneration for such auditor, as well
          3. Mrs. Maneerat Srisaovajati  Member                         as attend a non-management meeting with
          4. Mr. Songpol Chevapanyaroj  Member                          the auditor at least once a year.
                                                                    (f)   Give importance to the integration of
                Vice President of the Internal Audit Department         governance, risk management, and compliance
          serves as the secretary to the Audit Committee.               (GRC) and the coordination and information
                                                                        sharing between all concerned committees
                Mrs. Maneerat Srisaovajati is a member of the Audit         so as to ensure working integration and
          Committee who has extensive and sufficient knowledge           promote the GRC atmosphere and culture
          and experience to perform her duty in reviewing the           across the organization.
          reliability of the Company’s financial statements.         (g)  Review the related party transactions or the
                                                                        transactions that may create a conflict of
                The scope of the Audit Committee’s authority            interest to ensure that such transactions
          and duties is subject to the Company’s Notification on         conform to the laws and the SET's regulations
          the Audit Committee Charter, dated 13 July 2021, and          and are reasonable and most beneficial to
          the SET’s Notification Re: Qualifications and Scope of          the Company.
          Work of the Audit Committee, as follows:                  (h)   Prepare, and disclose in the Company’s annual
                (a)  Review the Company’s quarterly and yearly          report, the Audit Committee’s report which
                    financial reports to ensure that they are correctly   must be signed by the Audit Committee
                    and completely prepared in accordance with          Chairman and must contain at least the
                    the generally accepted accounting principles.        following information:
                (b)  Review and ensure that the Company’s               (1)   opinion on the accuracy, completeness
                    internal control system, corporate governance             and reliability of the Company’s financial
                    process, risk management process and internal            reports;
                    audit system are appropriate and effective,         (2)   opinion on the adequacy of the
                    ensure the independence of the Internal Audit             Company’s internal control system;
                    Department, and approve the appointment,            (3)  opinion on the Company’s compliance
                    rotation, termination of employment, and                with the Securities and Exchange Act,
                    performance evaluation of the top executive             the SET’s regulations or the laws that
                    of the Internal Audit Department and/or                 are related to the Company’s business;
                    the employment of an audit firm or any other         (4)   opinion on the suitability of the auditor;
                    agency to provide the internal audit service         (5)   opinion on the transactions that may
                    to the Company.                                         create a conflict of interest;
                (c)   Review and ensure that the Company                (6)   number of the Audit Committee’s
                    complies with the Securities and Exchange               meetings and meeting attendances by
                    Act, the SET’s regulations, and any other laws,             each committee member;
                    rules and regulations applicable to the
                    Company.
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