Page 33 - Charn Issara Development Public Company Limited | Annual Report 2014
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Annual Report 2014 31
Charn Issara Development Public Company Limited
4. The Board of Directors may nominate a group of management delegated to the persons who would lead to confliction issues
to perform any task assigned by the Board of Directors as well with the company and its subsidiary.
as appoint a managing director. 6. Consider the approval of company and its subsidiary’s assets
as assurance or guarantee.
5. The Board of Directors may establish a management team or 7. Consider the approval of company investment as well as joint
delegate control to other person to manage the company venture in expanding its business.
under the Board of Directors’ supervision. However, the control 8. Consider for approval the issuance of power of attorney in the
delegation could only be executed with shareholders’ approval Company.
from the shareholders’ meeting attended by the audit committee
and any objection from the audit committee must be noted in Audit Committee
the meeting report. The delegation must be accompanied by The Audit Committee consisted of 3 members as follows:-
responsibilities and limitation of the control and must not be
Name Position
Chairman of Audit Committee / Independent Director
1. Mr.Phisud Dejakaisaya Audit Committee / Independent Director
Audit Committee / Independent Director
2. Mr.Witit Ratchatatanun
3. Mr.Pinit Puapan
The Company’s Audit Committee has the following responsibilities resources and workload of such auditor’s office including
and duties to report to the board of directors: experience of the person assigned to audit the Company’s
account.
1. Monitor to ensure accuracy and adequate disclosure of the 5. Determine proper and complete disclosure of the Company’s
Company’s financial Statements, by coordinating with the information in cases of related transactions or lists with
independent auditor and the management executives who potential conflicts of interests in compliance with rules and
are responsible for preparing the quarterly and yearly financial laws of the Stock Exchange of Thailand to ensure that such item
reports. is reasonable and representing the Company’s best interests.
6. Perform other duties as assigned by the Board of Directors and
2. Monitor to ensure appropriateness and effectiveness of the approved by the Audit Committee and for the advantage of
Company’s internal control and internal audit systems and consideration on any advice on the Company’s operation, the
consider the independent of internal audit department including Audit Committee may engage specialists of particular area of
giving consent in the appointment, transfer, dismissal the chief expertise on the Company’s expenses.
of internal audit department or other department responsible 7. Prepare reports on the activities of the Audit Committee to be
for such internal audit. included in the company’s annual reports. The reports must be
signed by the Chairman of the Audit Committee.
3. Monitor the operations of the Company’s business practice in
compliance with the Securities and Exchange Laws, the rules Remuneration Committee
and regulations of the Stock Exchange of Thailand, or related On February 25, 2011 the Board of Directors has approved the
business laws. appointment of a Remuneration Committee to consider appropriate
remuneration for Directors and Management. The appointment was
4. Consider for selection and propose an independent person to made up of 3 Company’s Directors as follows:-
perform the duty of the Company’s Auditor including attending
non-management meeting with the Auditor at least once a
year in consideration of the trustworthy and adequacy of the
Name Raiva Position
1. Mr.Pravesvudhi Dejakaisaya Chairman of Remuneration Committee / Independent Director
2. Mr.Phisud Osathanugrah Remuneration Committee / Independent Director
3. Mr.Niti Remuneration Committee / Independent Director
