The Executive Committee
|1. Mr. Siripong Oontornpan|
|2. Mr. Suraporn Raktaprajit|
|3. Mr. Kijja Laoboonchao|
Secretary: Ms. Sarin Chandranipapongse
Authority, Duties and Responsibilities of the Executive Committee
Authority of the Executive Committee
- Approve the appointment, change or removal of any management position, with the exception of the President.
- Approve the Company's compensation structure and benefits of management and employees; and propose to the Nomination and Remuneration Committee before proposing to the Board of Directors.
- Approve any change in the Company management structure, code of conduct or business processes of any division.
- Approve the borrowing and lending of money or applying for credit approval from a financial institution; including a guarantee or payment of ordinary business transactions with a specific credit limit of each transaction that has already been agreed and assigned. The amount incurred in these transactions must be under a limit in accordance with the Company guidelines and authority limits which have already been reviewed by the Board of Directors. However, the aforementioned credit limit may be changed if appropriate according to the judgment of the Board of Directors.
- Consider to enter into a commercial contract with a credit limit as determined by the Board of Directors.
Duties and Responsibilities of the Executive Board Committee
- Formulate the Company's business plan, annual budget, and investment plan for the Board of Directors' approval.
- Manage the Company's business operations in order to achieve the planned objectives and targets, and also comply with laws, the Company's regulations, and Stock Exchange of Thailand's rules and regulations.
- Direct, control, and monitor the day-to-day operations as set out in the Company's internal control system as well as the Audit Committee's comments and recommendations.
- Act in other roles and on duties and within authorities as determined and delegated by the Board of Directors.
- Prepare the report on Company's financial and operating performance and report this performance to the Board of Directors each quarter.
The above-mentioned authority excludes the interrelated transactions, acquisition or liquidation of the listed Company's important assets according to the regulations of the Stock Exchange of Thailand (SET) and the Securities and Exchange Commission (SEC). The Company shall abide by the SET regulations and requirements on any issue. In addition, the above-mentioned authority excludes other issues for which the Company's regulations require the prior request and approval at the Annual General Shareholders Meeting.
Authority, Duties and Responsibilities of the President
- Perform the duties as assigned by the Board of Directors or the Executive Committee under the Company's objectives, regulations and Articles of Association. In dealing with transactions, the Board of Directors has clearly approved maximum limit of each transaction. This limit should not exceed the limit approved by the Board of Directors. The maximum limit of each transaction however, may be appropriately revised upon the consideration and judgment of the Board of Directors. The delegation of authority to the President should not include any transaction in which the President or any other person involved may then have aconflict of interest (as determined through notification by the Securities and Exchange Commission) with the Company or its subsidiaries. Any duties performed should conform to the Notification by the Stock Exchange of Thailand in its article "Rules, procedures, and disclosures of any related party transactions of the listed company". An exemption to this is for any transaction which is a normal business transaction at market price and under the rules and regulations as specified by the Company.
- Prepare the Company's business plan, business strategy, and yearly budget to be proposed to the Executive Committee.
- Follow the business plan, business strategy, and yearly budget which have been approved by the Executive Committee.
- Determine the organizational structure and scope of management to include every detail of selection, training, hiring, and employment termination.
- Authorized to appoint or discharge an employee whose position is lower than that of the President.
- Perform the Presidents duties at all times with honesty and prudence for the protection and benefit of the Company.