Investor Relations

Dr. Naris Chaiyasoot

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

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

Experience

Listed Companies
  • Aug 2015 - Present Chairman / Member of Audit Committee, Banpu Power Plc.
  • Mar 2013 - Present Chairman of the Audit Committee, Independent Director, Member of the Nomination and Remuneration Committee, GMM Grammy Plc.
  • Dec 2012 - Present Director and President of the Audit Committee, Fortune Parts Industry Plc.
  • 2009 - 2012 Director, Thai Oil Plc.
  • 2008 - 2011 Director, PTT Plc.
Other Companies
  • Oct 2015 - Present Chairman, RX Co., Ltd
  • Oct 2015 - Present Advisory, Organization for Reserches in art, culture, urban and leisure development (ORAC), Japan
  • Jul 2014 - Sep 2015 Director, Export-Import Bank of Thailand
  • Apr 2014 - Sep 2015 Director, Bangkok Commercial Asset Management Co.,Ltd.
  • Oct 2011 - Sep 2015 Chairman, Dhanarak Asset Development Co.,Ltd.
  • 2010 - Sep 2015 Chairman, Deposit Protection Agency
  • Jan 2015 - Sep 2015 Deputy Permanent Secretary, Ministry of Finance
  • Dec 2011 - Sep 2014 Director-General, The Treasury Department, Ministry of Finance
  • 2011 - Jun 2014 Chairman, Small and Medium Enterprise Development
  • 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

Mr. Suvit Mapaisansin

Member of the Audit Committee, Member of the Corporate Governance and Ethics Committee, Independent Director, Member of the Nomination and Remuneration 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 Audit Committee Program Class 37/2011
  • Course Director Certification Program Class 12/2001

Experience

Listed Companies
  • 2012-Present Director, Kiatnakin Public Company Limited
  • April 3,2014- Present Independent Director / Member of the Audit Committee, Golden Lime Public Company Limited
  • 2011-2012 Chairman of the Audit Committee / Member of the Audit Committee, Krungthai Card Public Company Limited
  • 2009-2012 Independent Director, Krungthai Card Public Company Limited
  • 2003-2009 Chief Executive Officer, Phatra Securities Public Company Limited
Non-Listed Companies
  • 2010-Present Director, Phatra Capital Public Company Limited
  • 2009-Present Director, Phatra Securities Public Company Limited
  • 2012-2014 Chairman of the Board of Directors, Phatra Asset Management Company Limited
  • 2011-April 2, 2014 Independent Director / Member of the Audit Committee, Golden Lime Company Limited
  • 2012-2014 Chairman of the Board of Directors, KK TRADE Securities Company Limited
  • Jun. 26, 2002-May 27, 2003 Vice Chairman of the Board The Stock Exchange of Thailand
  • Feb. 6, 2001-Jun. 25, 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

Number of Share Holding (%) as of 24/06/2015

None

Experience

Listed Companies
  • 24 June 2015 - Present Independent Director/Member of the Audit Committee/Member of the Corporate Governance and Ethics Committee, GMM Grammy Plc.
  • 2008 - 2013 Senior Vice Preseident, Total Access Communication Plc.

Mr. Chanitr Charnchainarong

Member of the Audit Committee, Independent Director

Date of Directorship : November 13, 2015

Education Background

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

Seminar Accomplishment

  • Director Certification Program (DCP), Class 52/2004, The Thai Institute of Directors (IOD)
  • Capital Market Academy Leader Program, Class 2/2006, Capital Market Academy
  • Public Economics Management for Executives, Class 9/2011, King Prajadhipok's Institute
  • Advanced Management Program (AMP), Class 185/2013, Harvard Business School, Harvard University, U.S.A.
  • Senior Executives of Justice Administration, Class 19/2014, Office of the Judicial Training Institute

Number of Share Holding (%) as of 31/12/2015

None

Experience

Listed Companies
  • Nov 2015 – Present Independent Director / Member of the Audit Committee, GMM Grammy Public Company Limited
  • Feb 2014 – Feb 2015 Vice President, The Stock Exchange of Thailand (SET)
  • Feb 2006 – Feb 2014 President, Market for Alternative Investment (mai)
  • Feb 2006 – Jun 2011 Senior Vice President, The Stock Exchange of Thailand (SET)
  • Nov 2004 – Dec 2005 Advisor, Market for Alternative Investment (mai)
  • 1998 – 2006 Vice President, Vnet Capital Co., Ltd
  • 1997 – 1998 Assistant Managing Director, Tor Tor Bor 5 Co., Ltd.
  • 1995 - 1996 Managing Director, Siam Radio CO.,LTD.
  • 1993 - 1995 Manager of Investment banking Department, Poonpipat Finance and Securities Public Co.,LTD.
  • 1990 – 1993 Manager of Computer Product, Hewlett-Packard (Thailand) LTD.
  • 1988 – 1990 Senior Engineer, Seagate Technology (Thailand) Ltd.

 

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.