Investor Relations

Sub-committees

Audit Committee

Dr. Naris Chaiyasoot

Independent Director, Chairman of the Audit Committee, Chairman of the Nomination and Remuneration Committee

Date of Directorship: March 20, 2013

Education Background

  • B.A. Economics (Honors), Thammasat University
  • M.A. Economics (English Program), Thammasat University
  • Ph.D Economics, University of Hawaii. U.S.A.

Seminar Accomplishment

Thai Institute of Directors (IOD):
  • Chartered Director Class (CDC), Class 3/2008
  • Director Certification Program (DCP), Class 82/2006
  • Director Accreditation Program (DAP), Class 32/2005
  • Finance for Non-Finance Directors (FND), Class 19/2005

Number of Share Holding (%) as of 27/2/2018

None

Experience

Listed Companies
  • May 2016 - Present Chairman of the Board, AP (Thailand) Plc.
  • 13 Nov 2015 - Present Chairman of the Nomination and Remuneration Committee, GMM Grammy Plc.
  • Aug 2015 - Present Chairman of the Board / Audit Committee, Banpu Power Plc.
  • Mar 2013 - Present Chairman of the Audit Committee / Independent Director, GMM Grammy Plc.
  • Dec 2012 - Present Chairman of the Audit Committee / Independent Director, Fortune Parts Industry Plc.
  • Mar 2013 - 13 Nov 2015 Member of the Nomination and Remuneration Committee, GMM Grammy Plc.
  • 2009 - 2012 Director, Thai Oil Plc.
  • 2008 - 2011 Director, PTT Plc.
Other Companies
  • Oct 2015 - Present Chairman, RX manufacturing Co., Ltd
  • Oct 2015 - Present Advisor, Organization for Researches in art, culture, urban and leisure development (ORAC), Japan
  • May 2016 - 2017 Chairman of the Board, Thai Credit Guarantee Corporation
  • Jan 2015 - 30 Sep 2015 Deputy Permanent Secretary, Ministry of Finance
  • Jul 2014 - 30 Sep 2015 Chairman of the Board, Export-Import Bank of Thailand
  • Apr 2014 - 30 Sep 2015 Director, Bangkok Commercial Asset Management Co., Ltd
  • Oct 2011 - 30 Sep 2015 Chairman of the Board, Dhanarak Asset Development Co., Ltd
  • 2010 - 30 Sep 2015 Chairman, Deposit Protection Agency
  • 2011 - Dec 2014 Director-General, The Treasury Department, Ministry of Finance
  • 2011 - Jun 2014 Chairman, Small and Medium Enterprise Development Bank of Thailand
  • 2010 - 2011 Board Member, Capital Market Supervisory Board, The Securities and Exchange Commission
  • 2010 - 2011 Director-General, Fiscal Policy Office, Ministry of Commerce
  • 2009 - 2010 Deputy Permanent Secretary, Ministry of Finance
  • 2006 - 2007 Inspector-General, Ministry of Finance
  • 1998 - 2004 President of Chancellor, Thammasat University

Mr. Suvit Mapaisansin

Independent Director, Member of the Audit Committee, Member of the Nomination and Remuneration Committee, Member of the Corporate Governance and Ethics Committee

Date of Directorship: April 29, 2015

Education Background

  • Bachelor of Economics, Chulalongkorn University
  • Master of Business Management, Sasin Graduate Institute of Business Administration of Chulalongkorn University

Seminar Accomplishment

Thai Institute of Directors (IOD)

  • Course Director Certification Program Class 12/2001
  • Course Audit Committee Program Class 37/2011

Number of Share Holding (%) as of 27/2/2018

None

Experience

Listed Companies
  • 13 Nov 2015 - Present Member of the Nomination and Remuneration Committee, GMM Grammy Plc.
  • 13 May 2015 - Present Member of the Audit Committee, GMM Grammy Plc.
  • 13 May 2015 - Present Member of the Corporate Governance and Ethics Committee, GMM Grammy Plc.
  • 29 Apr 2015 - Present Independent Committee, GMM Grammy Plc.
  • 2012 - Present Director, Kiatnakin Public Co., Ltd
  • 2009 - Present Director, Phatra Securities Public Co., Ltd
  • 3 Apr 2014 - 1 Feb 2017 Independent Director/Member of the Audit Committee, Golden Lime Plc.
  • 2011 - 2012 Chairman of the Audit Committee / Member of the Audit Committee, Krungthai Card Plc.
  • 2009 - 2012 Independent Director, Krungthai Card Plc.
  • 2003 - 2009 Chief Executive Officer, Phatra Securities Plc.
Other Companies
  • 2010 - Present Director, Phatra Capital Public Co., Ltd
  • 2011 - 2 Apr 2014 Independent Director / Member of the Audit Committee, Golden Lime Co., Ltd
  • 2012 - 2014 Chairman of the Board of Directors, Phatra Asset Management Co., Ltd
  • 2012 - 2014 Chairman of the Board of Directors, KK TRADE Securities Co., Ltd
  • 26 Jun 2002 - 27 May 2003 Vice Chairman of the Board, The Stock Exchange of Thailand
  • 6 Feb 2001 - 25 Jun 2002 Director, The Stock Exchange of Thailand
  • 2000 - 2002 Managing Director, Merrill Lynch Phatra Securities Co.,Ltd

Mrs. Veeranuch Thammavaranucupt

Independent Director, Member of the Audit Committee, Member of the Corporate Governance and Ethics Committee

Date of Directorship : June 24, 2015

Education Background

  • LL.B (Honors), Chulalongkorn University
  • Barrister-at-Law, Thai Bar Association
  • LL.M. (Commercial Law), University of Bristol, United Kingdom

Number of Share Holding (%) as of 27/2/2018

None

Experience

Listed Companies
  • 24 Jun 2015 - Present Independent Director / Member of the Audit Committee / Member of the Corporate Governance and Ethics Committee, GMM Grammy Plc.
  • 2008 - 2013 Senior Vice President of Legal Division, Total Access Communication Plc.
Other Companies
  • Apr 2017 - Present Partner / Director, Weerawong, Chinnavat and Partners Co., Ltd
  • 4 Nov 2015 - Present Director, Thanaset Business & Development Co., Ltd
  • 2 Feb 2016 - Apr 2017 Director, Weerawong, Chinnavat & Peangpanor Co., Ltd
  • Jul 2013 - Apr 2017 Partner, Weerawong, Chinnavat & Peangpanor Co., Ltd

Mr. Chanitr Charnchainarong

Independent Director, Member of the Audit Committee

Date of Directorship : November 13, 2015

Education Background

  • Bachelor of Science (Electrical Engineering), Purdue University, U.S.A.
  • Master of Science (Electrical Engineering), Purdue University, U.S.A.
  • Chartered Financial Analyst (CFA), CFA Institute, U.S.A.

Seminar Accomplishment

The Thai Institute of Directors (IOD)

  • Director Certification Program (DCP), Class 52/2004

Other Institutes

  • Advanced Management Program (AMP), Class 185/2013, Harvard Business School, Harvard University, U.S.A.
  • Capital Market Academy Leader Program, Class 2/2006, Capital Market Academy

Number of Share Holding (%) as of 27/2/2018

None

Experience

Listed Companies
  • Nov 2015 - Present Independent Director / Member of the Audit Committee, GMM Grammy Plc.
  • Oct 2015 - Present Independent Director / Chairman of the Board, Comanche International Plc.
Other Companies
  • Jul 2016 - Present Independent Director, Strategic Property Investors Co.,Ltd
  • 2016 - Present Senior Executive Vice President, Central Group of Companies Co., Ltd.
  • May 2015 - Present Independent Director / Chairman of the Audit Committee, UOB (Thailand) Plc.
  • May 2015 - Nov 2016 Advisor, Vnet Capital Co., Ltd.
  • Apr 2015 - Jul 2016 Member of University Council, Kasetsart University
  • Feb 2014 - Feb 2015 Senior Vice President, The Stock Exchange of Thailand (SET)
  • Feb 2006 - Feb 2014 President, Market for Alternative Investment (mai)
  • Feb 2006 - Jun 2011 Vice President, The Stock Exchange of Thailand (SET)
  • Nov 2004 - Dec 2005 Advisor, Market for Alternative Investment (mai)

 

Duties and Responsibilities of the Audit Committee

  1. Ensuring the accuracy, completeness and reliability of the financial statements and that sufficient information is disclosed.
  2. Ensuring that the Company has sufficient, appropriate and effective internal controls, risk management and internal audit systems.
  3. Ensuring that the Company appropriately and effectively abides by the Good Corporate Governance Policy and Code of Ethics.
  4. Ensuring that the Company abides by all relevant the SEC and the SET rules and regulations and other regulations and laws related to the Company’s businesses.
  5. Proposing and terminating the Company’s auditors and determine their compensation.
  6. Evaluating connected transactions so they comply with the law and regulations stipulated by the SET and that the transactions are reasonable and benefit the Company.
  7. Supervising the Internal Audit Unit policies and operations so that they are aligned with the Internal Audit Charter, by evaluating the independence of its audits, the scope of work and audit schedules.
  8. Evaluating and appoint, transfer and terminate the head of Internal Audit Department, as well as assess the performance of the head of Internal Audit Department and approve compensation for the Internal Audit Department, as initially appraised by the top Management.
  9. Reviewing both the external and internal audit and recommendations conducted by the external Auditor and the Internal Audit Department, as well as monitor the management team to ensure that recommendations have been sufficiently followed and effective action has been taken within an appropriate timeframe.
  10. The Audit Committee can request that any member of the management or any employee to report or present information, attend meetings or deliver documents as deemed relevant and necessary.
  11. The Audit Committee can request assistance from external advisors or experts related to the Audit, at the Company’s expense, in accordance with the Company’s Articles of Association, as necessary.
  12. Considering and amending the Audit Committee Charter at least once a year or as necessary, so it is up-to-date and appropriate to the Company’s environment and to present the results to the Board of Directors for approval.
  13. Preparing an Audit Committee’s Report, attached in the Company’s annual report, signed by the Chairman of the Audit Committee.
  14. Executing other tasks as assigned by the Board of Directors, as agreed to by the Audit Committee.