Appointment and Change of Audit Committee Members
The Stock Exchange of Thailand·07/15/2026 11:45:13
Change of director/Executive
Expired by rotation
The date of board's resolution/submit : 15-Jul-2026
news
Director Name : Mr. VEERASAK KOSITPAISAL
Position in company (1) : AUDIT COMMITTEE
Effective Date (1) : 29-Dec-2016
Expire Date (1) : 31-Jul-2026
Terminate Reason : Expired by rotation (term not
expired) : Resigned from position /the company due to The Board of Directors
meeting held on July 15, 2026, has resolved to change the composition of the
Audit Committee to ensure appropriateness in the company's operations and
internal management. In this regard, Mr. Veerasak Kositpaisal has vacated his
position as a member of the Audit Committee, while continuing to serve as the
Acting Chairman of the Board of Directors, Chairman of the Nomination and
Remuneration Committee, and a member of the Risk Management and Sustainability
Committee.
______________________________________________________________________
Change of director/Executive
New election
Director Name : Mr. ANUCHIT ANUCHITANUKUL
Position in company (1) : Audit Committee
Effective Date (1) : 01-Aug-2026
More detail : the Board of Directors' meeting held
on July 15, 2026, resolved to appoint Mr. Anuchit Anuchitanukul as a member of
the Audit Committee, effective from August 1, 2026, onwards.
______________________________________________________________________
Form to Report on Names of Members and Scope of Work of the Audit Committee
(F24-1)
Date of shareholders/board resolution : 15-Jul-2026
The scope of duties and responsibilities of The Audit Committee
Determination/Change in the scope of duties and responsibilities of the Audit
Committee with the following details :
The Audit Committee has the following responsibilities:
1. Review the Company's financial reports to ensure the accuracy and sufficiency
of financial reports in accordance with the relevant financial reporting
standards, and to cooperate with the external auditor and the management in
preparing quarterly and annual financial reports. The Audit Committee may also
suggest the auditor review or audit any transaction which is deemed important
and necessary during the auditing process of the Company.
2. Review the internal control and internal audit system to ensure that such
systems are appropriate, sufficient, and efficient
3. Consider the independence of the internal audit division by its performance
and responsibilities for developing and reviewing the efficiency of the risk
management and internal control, as well as approve the appointment, transfer,
and dismissal of the head of the internal audit division or other related
divisions in charge of internal audit.
4. Establish essential conditions to support the internal audit activity in
operating independently, effectively, and in accordance with international
standards.
5. Has the authority to access to all levels of information of the Company,
including inviting executives, management, division heads, employees, or other
relevant parties to the meeting for clarifying information. This includes
distributing and sharing related information in accordance to the duties subject
to the scope of authority as assigned by the Board of Directors.
6. Consider and approve the annual budget, manpower, and resources required for
the internal audit division's duties and approve the annual internal audit plan
including any material changes to such plan as well as ensure that the duties
and assignment of the internal audit division are in accordance with the
approved annual internal audit plan and the International Standards for the
Professional Practice of International Auditing, and evaluate the quality of the
internal audit division's performance annually.
7. Ensure that the Company complies with the securities and exchange laws and
the Capital Market Supervisory Board or laws relating to the Company's business.
8. Consider, select, nominate, and dismiss an independent person to serve as an
auditor of the Company, and propose the auditor's remuneration in consideration
of reliability, sufficient resources, the quantity of auditing work of the audit
firm, and experience of the auditor to be assigned for audit of the Company, as
well as attend in a meeting with the auditor in the absence of the management
at least once a year.
9. Consider, select, nominate, and dismiss an independent person to serve as an
auditor of the Company, and propose the auditor's remuneration in consideration
of reliability, sufficient resources, the quantity of auditing work of the audit
firm, and experience of the auditor to be assigned for audit of the Company, as
well as attend in a meeting with the auditor in the absence of the management
at least once a year.
10. Consider the details related to the utilization of fundraising proceeds and
ensure that the Company's Management thoroughly studies the economic conditions
and industry growth trends of the businesses in which the Company plans to
invest the raised funds. Furthermore, In addition, the Audit Committee is
responsible for ensuring that the company establishes mechanisms to correctly
and suitably manage and track the utilization of raised funds, aligning with the
publicly disclosed purposes.
11. Review the consistency of information in the financial reports of the listed
company with any other information related to the Company's financial position
and operating performance that has been communicated to investors or relevant
parties. Ie, Management Discussion & Analysis (MD&A) data, annual reports, and
Company news releases.
12. Prepare a report of the corporate governance performance by the Audit
Committee and disclose it in the Company's annual report signed by the Chairman
of the Audit Committee. Such report contains the following information:
(1) Opinion about accuracy and completeness to ensure the reliability of the
Company's financial report;
(2) Opinion about the adequacy of the Company's internal control system and risk
management;
(3) Opinion about compliance with the laws pertaining to the securities and
exchange laws, regulations of the Stock Exchange of Thailand or other laws
relevant to the Company's business;
(4) Opinion about the appropriateness of the auditor;
(5) Opinion about the transactions that may cause the conflicts of interest;
(6) Number of the Audit Committee's meeting and the meeting attendance of each
member;
(7) Overall opinion or observation that the Audit Committee performs duties
subject to the charter; and
(8) Other matters that shareholders and investors should know under the scope of
duties and responsibilities as assigned by the Board of Directors;
(8) Other matters that shareholders and investors should know under the scope of
duties and responsibilities as assigned by the Board of Directors;
13. Review the risk management to be appropriate and effective system as well as
evaluate sufficiency and appropriateness in aspects of taking into account the
risk factors in strategic management for sustainable growth. Also, monitor the
risk management results and evaluate the risk management from the Risk
Management Committee
14. Meet up with the management at least once a year;
15. Review the complaint-making and whistle-blowing process, such process
conducted by the management as well as review the conclusion of complaints,
whistle-blowing of corruption, and determine the preventive measures;
16. Review the operational processes to be in line with the anti-corruption
policy/measures as well as the accuracy of references and self-assessment
relating to the anti-corruption of the organization in accordance with the
Private Sector Collective Action Coalition Against Corruption to ensure that the
anti-corruption policy is sufficient and effective;
17. Consider using other services than auditing services from the same auditing
firms.
18. When performing duties of the Audit Committee, if it is found or suspected
that there is a transaction or action that may have a significant impact on the
financial position and the performance of the Company, the Audit Committee shall
report to the Board of Directors to make improvements within the time that the
Audit Committee deems appropriate. The item types or actions that must be
reported are the following topics:
-Conflict of interest transactions
-Corruption or abnormalities or significant defects in the internal control
system
-Violation of Securities and Exchange laws, Stock Exchange of Thailand
regulations or laws related to the Company's business
If the Audit Committee has reported to the Board of Directors any significant
impact on the financial position, results of operations and discussed with the
Board of Directors and executives that it needs to be corrected. At the end of
the time set together, if the Audit Committee finds such corrective actions are
ignored without good reason, one of the members of the Audit Committee may
report such findings to the Securities and Exchange Commission and/or the Stock
Exchange of Thailand.
19. Review and propose the amendment of the Audit Committee's charter as deemed
appropriate at least once a year;
20. Review the operating performance in the previous year by preparing the
report and presenting it to the Board of Directors at least once a year;
21. Seek the independent opinions in other professions when deemed necessary in
order to provide opinions or suggestions within the scope of duties fitting to
the Company's budget
22. Carry out other duties as assigned by the Board of Directors with the
consent of the Audit Committee.
As performing the duties mentioned above, the Audit Committee is directly
responsible to the Board of Directors, while the responsibilities for all
activities of the Company towards third persons are still vested in the entire
Board of Directors.
The Board of Directors has the authority to modify, change, define, and set
qualifications of the independent directors, including the Audit Committee
Charter in order to maintain consistency to the regulations of Securities and
Exchange Commission, Stock Exchange of Thailand, Capital Market Supervisory
Board, and/or other related laws.
-Reporting
1. Prepare the report of the Audit Committee with the Chairman of the Audit
Committee's signature, which shall be disclosed in the Company's annual report.
2. Prepare the report of its performance results to the Board of Directors for
acknowledgment at least every quarter.
3. In performing duties, the Audit Committee has found or suspected that any
transaction or act may cause a material impact on the Company's financial
position and operation, the Audit Committee is required to report to the Board
of Directors for timely rectification. Such transactions and acts may include:
(1) Any transaction that may cause conflicts of interest,
(2) Fraud or irregularity or defect in relation to the internal control system,
(3) Violation against the Securities and Exchange Act, regulations of the Stock
Exchange of Thailand, or Capital Market Supervisory Board, or relevant laws
pertaining to the Company's business
If the Audit Committee discovers that the Board of Directors or the management
does not carry out to improve such aforementioned acts with unreasonable cause,
any one member of the committee may report that matter to the Securities and
Exchange Act or the Stock Exchange of Thailand.
4. The Audit Committee shall report its activities under their scope of work
assigned by the Board of Directors. This report shall be signed by the Chairman
of the Audit Committee and published in the annual report to shareholders.
The Determination/Change of which shall : 15-Oct-2025
take an effect as of
The Audit Committee is consisted of
No : 1
Audit Committee's Position : CHAIRMAN OF AUDIT COMMITTEE
Full Name : Mrs.PRISANA PRAHARNKHASUK
Remaining term in office (year) : 1 Year
No : 2
Audit Committee's Position : AUDIT COMMITTEE
Full Name : Mrs.CHANATIP WEERASUBPONG
Remaining term in office (year) : 2 Year
No : 3
Audit Committee's Position : Audit Committee
Full Name : Mr.ANUCHIT ANUCHITANUKUL
Remaining term in office (year) : 3 Year
No : 4
Audit Committee's Position : SECRETARY OF THE AUDIT COMMITTEE
Full Name : MissArveecha Chanruangvanich
Number of copies of the certificate and : 1
biography of the audit committee
(persons)
The order of audit committee number(s) that has/have adequate expertise and
experience to review creditability of the financial reports. :
ลำดับที่ 1 และ 2
Scope of duties and responsibilities of the audit committee to the board of
director :
As mentioned above
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The company hereby certifies that
1. The qualifications of the aforementioned members meet all the requirements of
the Stock Exchange of Thailand; and
2. The scope of duties and responsibilities of the audit committee as stated
above meet all the requirements of the Stock Exchange of Thailand
Signature _________________
( Mr.JATUPHAT TANGKARAVAKOON )
DIRECTOR
Authorized to sign on behalf of the company
______________________________________________________________________
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clarification regarding this announcement, please directly contact listed
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