14 May 2008
Appointing Audit-Committee and Company's Secretary
May 14, 2008
Subject: Resolution of Appointing Audit-Committee
Attention : Director and Manager of Stock Exchange of Thailand
According to Board of Directors Meeting No. 2/2551 held on 13 May 2551,
the Board has pass the relevant resolutions as follows:
1. Approved the appointment of Audit Committee, who retried from the office,
for another 3-year term with effective from 14 May 2008 onward. Their names
are as follows:
Mr. Pisit Leeahtam Chairman of Audit Committee
Mr. Teeravut Supaviriyakul Audit Committee
Mr. Rein Boondiskulchok Audit Committee
2. Approved the appointment of Mr. Upakrom Thaweephoke, as the Company's
Secretary.
Please be informed according. The Company also attach Form F24-3 for further
information.
Yours Faithfully,
Mr.Upakrom Thaweephoke
Deputy Managing Director(Finance and Marketing)
F 24-3
Name and Scope of work of Audit Committee
According the Board of Directors' Meeting No.2/2008 on 13 May 2008, the
Board has pass the resolution to appoint the Audit Committee as follows:
1. The Audit Committee consists of:
Chairman of Audit Committee Mr. Pisit Leeahtam
Audit Committee Mr. Teeravut Supaviriyakul
Audit Committee Mr. Rein Boondiskulchok
Mr Amornphong Nuanvivat is the Secretary to Audit Committee with 3-
year term, with effective from 14 May 2008 to 14 May 2011.
2. Audit Committee's scope of duties and responsibilities to Board of
Directors are as follows:
1. Review the financial report of the company for accuracy and adequate
disclosure by coordinating with the external auditor and the responsible
management in preparing the quarterly and annual financial reports. The Audit
Committee may recommend the auditor to review or audit any transactions which
it may deem necessary and important during the audit of the Company's accounts;
2. Review the internal control system and the internal audit of the
Company for suitability and effectiveness, in cooperation with the external
auditor and the internal auditor;
3. Select and nominate the auditor of the Company; proposed the
remuneration of the auditor in consideration of reliability, sufficiency of
resources, and the quantity of audit work of the audit office, including
experiences of the personnel commissioned to audit the Company's accounts;
4. Disclose the information of the company, in case of occurrences of
related transactions or transactions which may have conflict or interests, for
accuracy and completeness;
5. Take any other actins as assigned by the Board of Directors and
approved by the Audit Committee such as review of policies on financial
management and risk management; review of compliance with the business ethics
of the Company; review, in cooperation with the Company's management, of
significant reports which must be disclosed to the general public as
prescribed by law such as the Executive Summary and Analysis, etc;
6. Prepare reports on activities of the Audit Committee and disclose
them in the annual report of the Company; the said reports shall be signed by
the Chairman of the Audit Committee; and such transactions should consist of
the following information:
- Comments on the process of report preparation and the disclosure
of information in the financial reports of the Company, with an emphasis on
the accuracy, completeness, and reliability.
- Comments on the adequacy of the internal control system of the
Company;
- Reason which can be believed that the auditor of the Company
deserves to be reappointed;
- Comments on compliance with the law governing securities and stock
market, regulation of the Stock Exchange of Thailand (SET), or the law
concerning the business operations of the Company;
- Any other report which shareholders and general investors should
be acknowledged under the scope of duties and responsibilities commissioned by
the Board of Directors.
The Company would like to confirm that the appointed Audit Committee has
qualified as per the requirement of SET.
Yours Faithfully,
(Mr.Sumpan Vongphan, Mr.Upakrom Thaweephoke)
Managing Director, Deputy Managing Director(Finance and Marketing)