3.1 The board is responsible for determining and reviewing the board structure, in term of size, composition, and proportion of independent directors so as to ensure its leadership role in achieving the company’s objectives.
Practices
3.1.1 | The Board of Directors is not less than 5 persons in accordance with the company's regulations, having independent directors at least one-third of the total number of directors, but not less than 3 members. |
3.1.2 | The directors have various qualifications in the field of knowledge, skills, experience, and expertise that are required and appropriate to the company's business characteristics, and are not prohibited by public company law. |
3.1.3 | The independent directors shall meet the criteria of the Office of the Securities and Exchange Commission and the stock exchange of Thailand, and is a non-interest party with the company or juristic person that may have conflicts of interest. Independent directors can effectively work with the entire board and can express their opinion independently. |
3.1.4 | Appoint the audit committee consisting of independent directors, at least 3 members; Chairman of the audit committee having knowledge and experience on review the financial statements. The audit committee has a 3-year term; the retired independent director maybe re-appointed. |
3.1.5 | Appoint the nomination and remuneration committee having an independent director serves as chairman of the committee and consisting of independent directors at least two-third of the committee. |
3.1.6 |
Disclose in the company’s annual report and on the website details of directors, including directors’ age, gender, qualifications, experience, shareholding percentage, year of directorship, and director position in other listed companies. |