1.1 The board demonstrate a thorough understanding of its leadership role, assume its responsibilities in overseeing the company, and strengthen good governance, including

  • defining objectives;
  • determining means to attain the objectives; and
  • monitoring, evaluating, and reporting on performance.

 

 1.2 The board exercises its leadership role and pursue the following governance outcomes:

competitiveness and performance with a long-term perspective;
ethical and responsible business;
good corporate citizenship; and
corporate resilience.

Practices
1.2.1 To take into account the impact on society and the Environment in addition to financial performance.
1.2.2 Behave as a leader in corporate governance
1.2.3 To provide good corporate governance policies and business ethics.
1.2.4 Oversee the communication to the directors, executives and employees understand that there is sufficient mechanism to comply with the above policies. Monitor the performance and review of policies and practices regularly.

 

1.3 The Board is obliged to ensure that all directors and Executives act with responsibility, be cautious and faithful to the Organization, and ensure compliance with the law. Regulations and resolutions of shareholders ' meeting
Practices

1.3.1 Duties with responsibility, caution, and honesty to the legal rules and regulations, such as the Securities and Exchange Act B.E. 2535, version 89/7, section 89/8 section 89/9 section 89/10.
1.3.2 Ensure that the company has a sufficient system or mechanism to ensure that the company's operation is legal. Regulatory the resolutions of the shareholders ' meeting, as well as policies or guidelines, are approved by the process of approving significant operations (such as investing in transactions with a significant impact on the business). Transactions with connected persons the company's purchase/distribution of property, dividend payment, etc.) Is as required by law.

 

1.4 The Board understands the scope of duties and responsibilities of the board of Directors. Scope of duties and responsibilities to the Managing Director and management team clearly. As well as monitoring the Managing Director and managing duties as assigned by the
Practices

1.4.1 Define the roles, duties, and responsibilities of the Board of Directors

  • Set the direction of the company's goals and business policies.
  • Consider and approve important matters relating to the operations of the company, such as vision and mission, strategy, financial goals, risk management, and annual budget, as proposed by the Managing Director. To ensure efficient and effective management of operations, policies, and plans.
  • To provide a written corporate governance policy and to review policies and compliance at least once a year.
  • To encourage the company to conduct a written code of business ethics to executives and employees understand the ethical standards that the company uses to conduct their business and track it with serious compliance with such code.
  • Supervise compliance with requirements in matters where there may be conflicts of interest, with careful consideration. The company has a reasonable approach to consider making connected transactions clearly and to the benefits of stakeholders who are not involved in the decision making and disclosure of information.
  • Provide an internal control system and provide a person or organization that is independent of the duties responsible for monitoring the internal control system and providing a review of the important system at least once a year to be disclosed in the annual report.
  • To set a risk management policy to cover the entire organization, the management provides the appropriate risk management and reporting routine and provides a review of the system or assess the effectiveness of risk management at least once a year, or when the risk level is changed to be disclosed in the annual report.
  • To ensure that the company has an account and the disclosed financial report is fully regulated, the company has an account and has the correct financial report
  • Act in compliance with the law. The objectives, regulations, and resolutions of the shareholders ' meeting in order to perform the duties of the Board of Directors shall be assigned to one or more directors, or any other person to act in place of the board.

1.4.2 Define policies and supervise management operations.