Page 178 - 56-1 One Report 2022 EN

Part 2 Corporate Governance

8. Report on the significant activities on corporate governance

8.1 Summary of the Board of Director's Performance during 2022
The Board of Directors (Board) is responsible for governing the Company’s operations in accordance with the
provisions of the law, Article of Association, and resolutions of the Shareholders' Meeting. The key roles of the Board
are to set the Company’s strategic direction and to ensure good standards of the Company’s operation in
accordance with good corporate governance and code of conduct.

The Board has also assigned each sub-committee to help review delegated matters under their scope of duties
and responsibilities in accordance with its charter that was approved by the Board. As of 31 December 2022, there
were 2 Sub-Committees that directly report to the Board:

1) Audit and Risk Committee

2) Nomination and Compensation Committee
(The details of the performance of each Sub-Committee for 2022 and its charter, can be found in attachment
no. 5).

Moreover, there are 3 Committees of Management that are responsible for consideration of other matters as
follows:
1) Management Committee: Report to the Board of Directors.

2) Risk Management Committee: Report to the Audit and Risk Committee.

3) Sustainable Development Committee: Report to the Management Committee.
Besides, the Board has delegated responsibility for managing the Company’s day-to-day business and operations
to the Management through the Chief Executive Officer within the limits set out in an Approval Authority.

The followings are the summary of significant tasks that have been undertaken by the Board during 2022:
(1) Considered and approved the Company’s strategic plan and key performance indicators (KPIs), and
budget for the year 2022.

(2) Considered and approved the annual Company’s financial statements and operating results.

(3) Considered and approved the Report on the Board’s responsibility for Financial Reporting.
(4) Considered and approved the disclosure of information of Form 56-1 One report/ Annual report.

(5) Considered the Company’s risk management report and internal control evaluation results.
(6) Considered the annual dividend payment.

(7) Considered the selection and appointment of directors in replacement of resigned directors.

(8) Considered the Board’s remuneration policy and budget for the year 2022.
(9) Considered the appointment of the Company’s external auditor and fixed the audit fee for the year 2022.

(10) Called the Annual General Meeting of Shareholders for 2022.

Part 2 page 54