6. The Executive Committee is responsible for managing internal organization such as management of organization structure, human resource management, administrative management, etc. 7. The Executive Committee may assign its duties or sub-delegate any of the powers and authority of the Committee in management to other parties. 8. The Executive Committee is responsible for screening matters before forwarding them to the Board of Directors for consideration. 9. The Executive Committee is responsible for implementing various activities specified in the Good Corporate Governance Policies and in line with the assignments given by the Board of Directors. Audit Committee The Company’s Board of Directors approved the establishment of the Audit Committee. The Audit Committee consists of three Independent Directors with special knowledge, understanding, and experience in accounting and/or finance. The Audit Committee plays a very important role of assisting the Board of Directors in ensuring not only that the Company’s operations have an effective internal control system which is transparent and in compliance with the regulations of the authorities concerned and the various regulations of the Company, but also that the reporting systems and the financial statements are reliable and maximum benefits of all parties including shareholders. The members of the Audit Committee are as follows: 1. Mrs. Siripen Sitasuwan Chairperson of the Audit Committee 2. Mr. Tiraphot Vajrabhaya Member of the Audit Committee 3. Mrs. Salinee Wangtal Member of the Audit Committee Ms. Thanawan Teekautamakorn Secretary of the Audit Committee (Ms. Thanawan Teekautamakorn resigned effective from 11 October 2021. The Audit Committee has appointed Mr. Wichai Sathiarujikanon to be the Secretary of the Audit Committee). Duties and Responsibilities of the Audit Committee 1. Financial report • To review and disclose the Company’s financial statements, as well as assess the appropriate use of key accounting policies. • To review the consistency of financial statements key issues, complication or any abnormality and use good judgment in assessing them. 2. Internal control • To ensure not only that the Company has put in place appropriate internal control systems, secure information technology systems, and sufficient anti-corruption measures but also that the Company has guidelines for communicating the above-mentioned matters to all personnel throughout the organization in an efficient manner. • To ensure that the management makes use of the recommendations about internal control, which are given by internal auditors and certified public accountants, for making appropriate improvements within the specified time period. • To ensure the adequacy and effectiveness of the Company’s risk management systems. 3. Internal audit • To review and approve of Internal Audit Charter, annual plan, and appropriate use of personnel and other resources. • To review audit results and recommendations made by the internal auditors and follow up on the correcting measures to such recommendations. • To ensure that the internal audit complies with all internal audit standards. • To consider the independence of the Audit Department. 4. Supervision and Oversight of Subsidiaries • Supervise the operations of the subsidiaries, ensuring that they comply with Thanachart Group’s policies. In this connection, the 163 56-1 One Repor t / Annual Repor t 2021 Thanachar t Capi tal Publ ic Company Limi ted
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