Page 200 - 56-1 One Report 2022 EN
P. 200

Part 2 Corporate Governance


               Confidentiality

               1.  All related persons must keep the fraud information and the investigation confidential and not be disclosed to
                   anyone other than those who have a legitimate need to know.

               2.  The Investigation Report may not be disclosed to  anyone in order to avoid damaging the reputation of
                   employees suspected but subsequently found innocent of any fraud, and to avoid potential civil liability.
               3.  Any employees contacted by the media, investors, or other stakeholders, must respond that “I’m not at liberty
                   to discuss this matter” and refer them to the Investor Relations or Public Relations Department.

               In 2022, the Company has quarterly followed-up the progress of reports provided through all channels, along with
               the details of investigations and measurements which had been implemented. It appears that no misconduct, fraud,
               or any kinds of actions which violated the Corporate Governance Policy, have occurred.
                       8.2   Report of the Audit and Risk Committee's Performance 2022

                            8.2.1  Number of meetings’ attendance:

                                                                                        Meeting Attended /
                       Name of Directors                    Position
                                                                                      Total Meetings (Time)
                 1. Dr. Porametee Vimolsiri   Chairman of the Audit and Risk Committee        8/8

                 2. Mr. Somchai Jinnovart      Member of the Audit and Risk Committee         8/8
                                                                                                 (1)
                 3. Mr. Kanit Vallayapet       Member of the Audit and Risk Committee           4/5
               Remark

                   (1)   Mr. Kanit Vallayapet was appointed as a Member of the Audit and Risk Committee, effective 6 May 2022.
                            8.2.2  Report of the Audit and Risk Committee's Performance

                       Audit and Risk Committee                Summary of key duties and responsibilities
                       As of December 31, 2022
                 The Audit and Risk Committee        The Audit and Risk Committee completely performed its duties as

                 Dr. Porametee Vimolsiri (Chairman)   assigned by the BOD and in accordance with the defined roles and
                 Mr. Somchai Jinnovart               responsibilities set forth in its charter, which covered the area of
                 Mr. Kanit Vallayapet                financial reporting, risk management and internal controls, legal and

                                                     regulatory compliance, external  auditor, and  internal audit.  The

                                                     details of the performance of the Audit and Risk Committee for 2022,
                                                     can be found in attachment no. 5: Annual Sub-Committee Report.

               Summary of the sub-committees’ performance

               The Board has established the sub-committees that report directly to the Board to assist the Board in discharging
               its responsibilities. The sub-committee performs its duties in accordance with its charter approved by the Board.
               The  sub-committee shall  provide  advice  and  recommendations  concerning  their  areas  of  expertise.  2  sub-

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