The Board of Directors

 

Composition of the Board of Directors

The Board of Directors of the Company comprises 18 members as follows:

- Fifteen Non-executive directors, representing 83.33% of total directors

- Six Independent Directors, representing 33.33% of total directors

            - Three Executive Directors, representing 16.67% of total directors

            - Four Female Directors, representing 22.22% of total directors

            - Fourteen Male Directors, representing 77.78% of total directors

 

The Board of Directors consists of directors who have a wide range of qualifications in terms of experience and skills, each with morality, ethics, and independence, specialized capabilities that benefit the Company, and can take care of the overall interests of shareholders. In addition, all directors have an understanding of the responsibilities and characteristics of the Company’s business and act with integrity, cautious and prudent whereas their knowledge is constantly updated and sufficient time has been devoted to fulfilling their full responsibilities.

            The Board of Directors established the qualifications of independent directors in accordance with the rules and regulations imposed by the SEC and the SET.

 

Information of the Board of Directors and Persons with Controlling Authority

 

The Board of Directors consists of 18 members consisting of:

No

Name

Position

1

Mr. Prachai Leophairatana

Chairman

2

Mr. Prateep Liophairat

Vice Chairman

3

Dr. Pramuan Leophairatana

Vice Chairman

4

Mrs. Orapin Leophairatana

Vice Chairman

5

Mr. Prayad Liewphairatana

Director

6

Miss Pattrapan Leopairut

Director

7

Mr. Pakor n Leopairut

Director

8

Mr. Pakkapol Leopairut

Director

9

Ms. Nitawan Leophairatana

Director

10

Ms. Malinee Leopairut

Director

11

Dr. Porakrit Leophairatana

Director

12

Mr. Thanakorn Liewphaitana

Director

13

Mr. Manu Leopairote

Independent Director; Chairman of the Audit Committee

14

Mr. Thiraphong Vikitset

Independent Director; Member of the Audit Committee

15

Mr. Aram Senamontri

Independent Director; Member of the Audit Committee

16

Mr. Paisan Katchasuwanmanee

Independent Director; Member of the Audit Committee

17

Mr. Khantachai Vichakkhana

Independent Director

18

Mr. Wanchai Manosooti

Independent Director

 

In this regard, every director of the Company attended at least one training course related to directors, organized by the Thai Institute of Directors Association, including the Directors Certification Program (DCP) or Directors Accreditation Program (DAP).

 

Functions and Responsibilities of the Board of Directors

 

Authority of the Board of Directors

To supervise the business of the Company, in addition to any other actions to comply with the laws, objectives, regulations, and resolutions of the shareholders' meeting of the Company, the Board of Directors has assigned the following matters to be the authority and responsibility of the Board of Directors to consider and approve.

  1. To carry out activities prudently and in compliance with related governing laws, the objectives of the Company, and the Articles of Association, in order to protect the Company’s interests and for the benefit of shareholders.
  2. To consider policies, visions, plans, and important strategies regarding the direction and policies of the Company, including business ethics, and to efficiently supervise the implementation of the specified work plans.
  3. To monitor the operational results of the Company and any other key progress criteria.
  4. To determine interim dividends to shareholders.
  5. To ensure that the accounting system and financial reports are accurate, transparency, timely, and are prepared in compliance with generally accepted accounting principles.
  6. To monitor the implementation of internal control and internal and external audit systems effectively; and ensure appropriate risk management.
  7. To arrange good corporate governance, including developing a risk management system, taking care of fair interests for all groups of shareholders, and supervising appropriate communications with the Company's stakeholders and the public.
  8. To supervise and solve conflicts of interest and connected transactions that might happen to be in compliance with related rules and regulations.
  9. To consider and nominate qualified persons to perform the duties of directors.
  10. To consider the necessity and appropriateness to determine the remuneration to the Company’s directors.
  11. Consider climate change strategies, annual operations plan and goals and Key Performance Indicator (KPI) in climate change