Audit Committee

The Audit Committee consists of 4 independent directors all of whom meet the criteria set out by the Securities and Exchange Commission or the Stock Exchange of Thailand.

Member Position
Prof. Hiran Radeesri Chairman of the Audit Committee and Independent Director
Mrs. Charintorn Vongspootorn Member of Audit Committee and Independent Director
Prof. Samrieng Mekkriengkrai Member of Audit Committee and Independent Director
Mrs. Patareeya Benjapolchai Member of Audit Committee and Independent Director

Professor Hiran Radeesri and Mrs. Charintorn Vongspootorn have the prerequisite knowledge and experience to review and audit the Company’s financial statements.

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The Audit Committee performs its duties in accordance to the regularly reviewed and updated regulations set forth below:

  • To ensure that the company has accurate, complete and credible financial reports;
  • To ensure that the Company has appropriate and effective internal control systems and internal auditing activities, the Audit Committee shall consider the independence of the internal audit department, including consent to the appointment, rotation, promotion, and termination of the department head and others who are responsible for internal audit activities;
  • To ensure that the Company complies with the Stock Exchange of Thailand (SET) and the Securities and Exchange Commission (SEC) as well as all rules and regulations related to the Company’s business;
  • To select and propose independent persons who will be the Company’s external auditor and propose his or her compensation, the Audit Committee also conducts meetings with the external auditor without management attending at least once a year;
  • To consider connected transactions or transactions that may lead to conflicts of interest whether it complies with all rules and regulations of the SET and SEC and ensure the transactions are appropriate and provide the best interest to the Company;
  • To consider the disclosure of Company information in cases where conflicts of interest may be questionable, and to ensure complete and correct reporting;
  • To assure that the company has appropriate and effective risk management processes;
  • Implement a process to receive information from employees on illegal activities or questionable entries in the Company’s balance sheets and accounts
  • Review and has overview of improvement of internal control systems on the preparation of the Company’s financial reports to ensure accuracy
  • To prepare the Audit Committee’s report and disclosure in the Company’s annual report. The report must be signed by the Chairman of the Audit Committee and include at least the following comments:
    1. Accurateness, completeness and credibility of the Company’s Financial Report
    2. Adequacy of the Company’s internal control system
    3. Compliance with the laws of SEC, SET and regulations and other laws relevant to the Company’s business
    4. Suitability of the external auditor
    5. Transactions that may cause conflicts of interest
    6. Number of committee meetings and attendance of each member
    7. Other concerns that have arisen as the audit committee performed its duties as defined in the committee’s charter
    8. Anything else which should be made available to shareholders and general investors within the scope of duties and responsibilities assigned by the Board of Directors.
  • To report activities of the Audit Committee to the Board of Directors at least 4 times a year;
  • To have authority to hire independent consultants or professionals when needed;
  • To have authority to invite executives, managers or employees to attend meetings for discussion or answers to the Audit Committee’s questions;
  • To review scope, authority and responsibility and conduct self-evaluation on an annual basis;
  • To carry out any assignment by the Board of Directors that is agreed upon by the Audit Committee;
  • In carrying out the Audit Committee duties and responsibilities, if there are unusual transactions or the following activities which may have material impact on the financial position and operating results of the Company, the Audit Committee must report to the Board of Directors to take corrective action within a reasonable period of time;
    1. Conflict of interest transactions
    2. Fraud or unusual transactions or significant deficiency in the internal control system
    3. Violations under the laws of the SEC or SET, or regulations or other laws relevant to the Company’s business.

    Any Audit Committee member may report such transactions or activities to the SEC and SET if the Board of Directors or management fails to take corrective action within a reasonable period of time;

  • In case the auditor discovers any suspicious activities or irregularities performed by a director, manager or any person responsible for the operation of the Company, the Auditor will report to the Audit Committee and the Audit Committee will investigate such activities without delay. The Audit Committee shall report the preliminary inspection results to the SEC office and the auditor within 30 days from the notification date of the auditor. The circumstances that shall be reported and the procedures for acquiring the facts related to such circumstances shall comply with the notifications of the Capital Market Supervisory Board.
  • The Audit Committee shall perform a performance self-evaluation and present the results of that evaluation to the Company’s Board of Directors
  • Members of the Audit Committee should undergo continuing training and education related to the duties and responsibilities of the Audit Committee to ensure that its members are up to date on the latest corporate governance issues, rules, and regulations.