Page 373 - BAM ONE REPORT 2564 (ENGLISH VERSION)
P. 373

Form 56-1 One Report 2021
                                                                          Bangkok Commercial Asset Management Public Co., Ltd.  371




                  5.5  In the event that a member of the Audit Committee intends to resign before the expiration of the term of
            office, the Audit Committee member shall then notify the Board of Directors with his/her intentions and provides
            reasons at least one month in advance so the Board of Directors can consider appointing other qualified persons as a replace-
            ment. The new Audit Committee member shall remain in office for the remaining term of the former Audit Committee
            whom he/she replaces.
                  5.6  When the Audit Committee member completes the term of office or there is any reason the Audit Committee
            member cannot stay until the end of their term, which results in the number of members that of being fewer than
            the specified number, the Board of Directors shall appoint a new member of the Audit Committee immediately or
            within 3 months after such circumstance happens to ensure the continuity in the operation of the Audit Committee.


                  6.   Duties and Responsibilities
                  The Audit Committee shall have the authorities and duties as follows:
                  6.1  Review quarterly and annual financial reports to ensure that the financial reports are prepared accurately,
            completely and in accordance with generally accepted accounting principles.
                  6.2  Review and ensure that the Company has an internal control system, good governance process, risk management
            process, an appropriate and effective internal audit system, consider the independence of the Internal Audit Unit, as
            well as grant approvals on the consideration of the appointment, transfer, dismissal, and performance assessment of
            high-level executives of the Internal Audit Unit and/or the hiring of an Internal audit companies, or any other agencies
            responsible for internal audits.
                  6.3  Review and ensure that the Company complies with the law on Securities and Exchange, SET regulations,
            including the laws, rules, and regulations applicable to the Company.
                  6.4  Review and ensure that the Company complies with adequate and appropriate anti-corruption policies and
            measures.
                  6.5  Consider the selection and nomination of an independent person to act as the Company's auditor and
            offer compensation to such persons, as well as attend meetings with the auditor without the presence of management
            to discuss changes in accounting policies, significant accounting adjustment issues, and outstanding problems and suggestions
            by the auditor at least once a year.
                  6.6  Emphasis is placed on the integration of work processes related to governance, risk management, and regulatory
            compliance, including coordination and exchange of information between the various sub-committees that are relevant
            to achieve integration in working together and foster an atmosphere and culture to support GRC throughout the organization.
                  6.7  Consider connected transactions or transactions that may have conflicts of interest in accordance with the
            laws and the regulations of the Stock Exchange of Thailand to ensure that such transactions are reasonable and the
            Company has the best benefit.
                  6.8  Prepare the Audit Committee's report to be disclosed in the Company's annual report. The following report
            must be signed by the Chairman of the Audit Committee and must contain at least the following information:
                      (1)  Opinions on the accuracy, completeness and reliability of the Company's financial reports.
                      (2)  Opinions on the sufficiency of the Company's internal control system.
                      (3)  Comments on compliance with securities and Stock Exchange laws, SET regulations, or laws related to
                          the Company's business.
                      (4)  Opinions on the suitability of the auditor.
                      (5)  Comments on transactions that may subject to conflicts of interest.
                      (6)  Number of Audit Committee Meetings and the attendance of each Audit Committee.
   368   369   370   371   372   373   374   375   376   377   378