Page 381 - BAM ONE REPORT 2564 (ENGLISH VERSION)
P. 381

Form 56-1 One Report 2021
                                                                          Bangkok Commercial Asset Management Public Co., Ltd.  379




                    5.2  Supervise and monitor the Company's performance to be in accordance with the policies and plans as according
              to the good governance, Good Corporate Governance and Social and Environmental Responsibility to achieve success
              effectively
                    5.3    Recommend requirements on the Company's Code of Business Conduct and the Code of Conduct of the
              Board of Directors Senior Executives, Executives and employees of the Company
                    5.4  Encourage the Board of Directors Senior Executives, Executives and employees of the Company to participate
              in Good Corporate Governance continuously and carry out social and environmental activities
                    5.5  Consider appointing the Operating Committee or a sub-working group to act in support of good governance,
              good corporate governance, Social and Environmental Responsibility, and supervision of regulatory compliance as appropriate.
                    5.6  Support and create opportunities or channels for stakeholders to be able to reflect facts or observations
              to the Company for the benefit of improving good corporate governance.
                    5.7  Supervise the Company to comply with the rules as set out in the Company's Compliance Policy.
                    5.8  Review to ensure that the company has an effective regulatory compliance system and have independence.
                    5.9  Approve the annual regulatory compliance work plan of the Corporate Governance and Operations Depart-
              ment and follow up on operations to ensure that they are carried out according to the specified annual work plan.
                    5.10 Consider and approve of the Annual Compliance Report and report to the Board of Directors.
                    5.11 Emphasis is placed on the integration of work processes related to governance, risk management, and regula-
              tory compliance, including coordination and exchange of information between the various sub-committees that are
              involved to achieve integration in working together and fostering an atmosphere and culture to support GRC throughout
              the organization.
                    5.12 Consider and/or take any other action as assigned by the Board of Directors.

                    6.  Meetings and Agenda
                    6.1  The Corporate Governance and Social Responsibility Committee has a meeting agenda at least 1 time per
              quarter
                    6.2  At the meeting of the Corporate Governance and Social Responsibility Committee, there must be attending
              committee members not fewer than half of the total number of directors to constitute a quorum. committee members
              not fewer than half of the total number of directors to constitute a quorum.
                    6.3  In the event that the Chairman of the Corporate Governance and Social Responsibility Committee do not
              attend meeting or are unable to perform duties, the members present at the meeting shall elect one among themselves
              to preside over the meeting.
                    6.4  The decision of the meeting shall be made by a majority of votes. In case the votes are equal, the chairman
              of the meeting shall add another vote as the decisive voice.
                    6.5  Agenda for the meeting shall be set in written statement in advance and the meeting documents shall be
              delivered to the Corporate Governance and Social Responsibility Committee in advance of the meeting.


                    7.   Reporting
                    The Good Corporate Governance and Social Responsibility Committee shall report on the performance of Good
              Corporate Governance and Social Responsibility and regulatory compliance reports to the Board of Directors as appropriate.


                    8.  Review and Suggestion
                    The Good Corporate Governance and Social Responsibility Committee shall conduct a charter review every year
              and can suggest changes and/or any additional as it deems appropriate by presenting to the Board of Directors
              considered on a case-by-case basis.
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