Page 376 - BAM ONE REPORT 2564 (ENGLISH VERSION)

374 Attachment

2. Objective
In order to operate the Company in accordance with the principles of Good Governance, this charter is intended to
communicate to the executives and employees the reasons for the establishment of the Executive Committee, its composition,
roles, duties and responsibilities and guidelines for the performance of duties of the Executive Committee.

3. Composition and Qualifications of the Executive Committee
3.1 The Board of Directors consists of at least 3 but not more than 5 directors, with the Chief Executive Officer
assuming a director and secretary by position, and the Assistant General Manager in the corporate support field assuming
an assistant secretary by position.
3.2 Executive directors must possess the following qualifications:
(1) Possess excellent knowledge, abilities and experiences that are beneficial to the Company's business operations
and possess knowledge, understanding of qualifications, duties and responsibilities as Executive Directors.
(2) Be able to devote sufficient time and opinions in the performance of duties as Executive Directors.
(3) Possess no prohibited characteristics, as prescribed by law on public limited companies, law on securities
and exchange and other relevant laws.

4. Appointment and Tenure
4.1 The Board of Directors appoints the Chairman of the Executive Committee and Executive Director by
selecting from the directors of the Company and/or from third parties.
4.2 The Executive Director who is the Company's director shall hold office for a term of 3 years, and the
Executive Director who is a third party shall hold office for a term of 2 years, but not more than 3 consecutive terms.
In this regard, the Executive Directors who is liable for retirement by rotation may be reappointed at the
next time as the Board of Directors deems appropriate.
4.3 In addition to vacating office according to the above-mentioned terms, the Executive Director vacates office upon
(1) Retiring from being a director of the Company
(2) Resignation
(3) Death
(4) The Board of Directors has resolved to vacate the position.
4.4 In the event that an Executive Director vacates the office or the position becomes vacant, the Board of
Directors may appoint an individual who is fully qualified as an Executive Director to fill the vacant position by allowing
the newly appointed Executive Director to hold office only for the remaining term of the former Executive Director
whom he/she replaces.

5. Duties and Responsibilities
The Duties and Responsibilities of the Board of Directors are as follows:
5.1 Set goals and key operating policies
5.2 Consider and approve policies, strategies, guidelines for fundraising, investments, joint ventures, asset development
and editing sale and exploitation of foreclosed properties in accordance with economic conditions and competition
5.3 Consider the evaluation of the appropriateness of the liquidity management plan, monitor the liquidity
situation and review the liquidity management plan
5.4 Consider budget plans and supervise operations to ensure efficiency and maximum benefits.
5.5 Employ outsiders or agencies to perform specific projects
5.6 Appoint committees and working groups
5.7 Others as assigned by the Board of Directors