Policy of Operational Member Companies of Thanachart Group The Company is the parent company of Thanachart Group. It has a controlling interest (holding more than 50 percent of the paid-up capital) of the Group’s member companies. In this connection, it has established the following guidelines for managing the Group’s member companies. Business Policies The Company is responsible for establishing key business policies of Thanachart Group annually. Each subsidiary company is required to formulate business plans and budgets for 3 years and submit them to the parent company for consideration, in order to ensure that they are in alignment with the established key business policies. The business plans and budgets are also subject to evaluation and review regularly. The objective is to ensure that they are in line with the competitive environment of the business. In 2021, at the Company’s Board of Directors Meeting No. 1/2021 dated 1 February 2021, the Board considered the business plan and budgets of the subsidiary companies for the years 2021 - 2023 as well as considered and approved of the business plan and budget of the Company for the years 2021 - 2023. Supervision of Subsidiary Companies The Directors and/or high ranking executives of the Company are assigned to sit on the boards of directors of the subsidiary companies. The arrangement not only enables the Company to assist the subsidiary companies in establishing their policies and in determining their business direction, but also ensures the close supervision of the subsidiary companies business operations. In this connection, each subsidiary prepares a monthly performance report and sends it to the Executive Committee and the Board of Directors for information. In addition, the Company’s finance department prepares a summary report on the financial statements and the performance of the Company and the Group’s member companies and sends it to the Executive Committee and the Board of Directors on a monthly basis. Importantly, Managing Directors of the Company’s key subsidiaries are required to present a performance report to the Executive Committee and the Board of Directors every three months. Policy toNominate theCompany’sRepresentatives to Serve as Directors or Executives in Thanachart Group’s Member Companies In line with Thanachart Group’s corporate governance policy, the Company’s Board of Directors is required to nominate persons to serve as directors of its subsidiaries as deemed appropriate. In this connection, the Board of Directors assigns the Executive Committee to appoint persons as directors, executives or ones with the controlling power in the company concerned. Except in the case that the company concerned is of small size and serves as the Company’s operating arms, the Chief Executive Officer is responsible for appointing the person. Management of Support Services Each member company of Thanachart Group operated a clearly separate business. On the other hand, the Company in its role as the Group’s parent company operated as a holding company with the size organizational structure as well as the number of work units and work systems being at the levels adequate for handling only its own business affairs and operations. As a result, as from the beginning of the year 2021 onwards, each company would be separately responsible for their own main support services. In this connection, the Company would provide important support services or some support services for only the companies which operated asset management business and asset-based financing business. Internal Control, Audit, and Corporate Governance of Parent Company and Member Companies of Thanachart Group Thanachart Group places strong emphasis on internal control. The Group adheres to the principle of adequate and appropriate internal control by establishing procedures for the conduct of business, provision of services, and operations. The Group also separates the duties and responsibilities of each unit from those of others, based on a system of checks and balances. In addition, it puts in 56-1 One Report / Annual Report 2021 Thanachart Capital Publ ic Company Limited 55
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