Charters

The duties and responsibilities of the audit committees
under the resolution of the 1/2556 B.E. shareholders' meeting on 27 February 2013 are as follows:
  1. To ensure that the company's financial statements are accurate, with adequate disclosure;
  2. To ensure that the company employs a suitable and effective internal control system, with independent audit function, and oversee process of appointing, transferring, or terminating the head of audit or any internal audit related unit;
  3. To ensure that the company complies with securities and exchange laws, the stock exchange's regulations or any other laws relevant to the company's business;
  4. To recruit and appoint independent external auditors, specify audit fee, and attend meeting with auditors without the presence of the company's management, at least once a year;
  5. To examine intercompany transactions or any conflict of interests and make sure they are not only in compliance with the Stock Exchange of Thailand's regulations and related laws, but also for the benefit of the company;
  6. To prepare audit committee's reports to be disclosed in the company's annual reports. Such audit committee's reports must be signed by audit committee chairperson and contain the following details:
    • Comment on the accuracy, completeness and reliability of the company's financial reports;
    • Comment on the adequacy of the company's internal control system;
    • Comment on the company's compliance with securities and exchange laws, the stock exchange's regulations or laws relevant to the company's business;
    • Comment on integrity of the auditors;
    • Comment on items that may lead to conflict of interests;
    • The number of the audit committee's meetings and attendance of each member;
    • Opinions or suggestions from conducting their duties under the Charter; and
    • Any other reports that should be informed to the shareholders and investors, under their duties and responsibilities assigned by the board of directors
  7. To perform any other duties assigned by the board of directors with approval from the audit committee;
  8. To report to the board of directors requesting immediate action if the following cases may significantly affect the company's financial position and operating result:
    • transactions that lead to conflict of interests,
    • fraud, irregularity, or significant flaw in the internal control system, and
    • the violations of securities and exchange laws, the stock exchange's regulations or laws relevant to the company's business;
  9. To perform any other duties according to the changes in laws.
Term of Service : The term of service of an audit committee is three years and may be extended with approval from the board of directors.