05.01.2015 Views

Annual Report Samart i-Mobile 2010

Annual Report Samart i-Mobile 2010

Annual Report Samart i-Mobile 2010

SHOW MORE
SHOW LESS

Create successful ePaper yourself

Turn your PDF publications into a flip-book with our unique Google optimized e-Paper software.

5. Act on behalf or in the name of the Company as delegation of authorities defined in the Companyûs policy and practice.<br />

6. Carry out other work as assigned by the Board of Directors.<br />

The delegation of authorities, duties and responsibilities of the Executive Committee shall not be delegated or further<br />

assigned that authorize the Executive Committee or its attorney to approve any transactions that the Executive Committee or<br />

connected persons or any persons who may have conflict of interest have done with the Company or its subsidiaries unless<br />

such transactions are complied with the Companyûs policy or principle approved by the Board of Directors. Such connected<br />

transactions shall be proposed to the Board of Directorsû and/or shareholdersû meetings for approval to comply with the<br />

notification of the Stock Exchange of Thailand, the Securities and Exchange Commission (SEC) or related law.<br />

Risk Management Committee as of December 31, <strong>2010</strong>:<br />

1. Mr. Watchai Vilailuck Chairman of the Risk Management Committee<br />

2. Mr. Sirichai Rasameechan Member<br />

3. Mr. Jong Diloksombat Member<br />

4. Mr. Thananan Vilailuck Member<br />

5. Mr. Adithep Nisamaneevong Member<br />

6. Mr. Teerawut Kreepanich Member<br />

Miss Boonrut Mongkolratanakorn Secretary<br />

Terms of positions<br />

Term of each member is 1 year. The Nominating and Compensation Committee will annually consider and select<br />

appropriate persons from the members of the Board of Directors, management and/or any qualified candidates propose for<br />

further consideration and appointment from the Board of Directors in the first board meeting after the <strong>Annual</strong> General Meeting<br />

of Shareholders. However, the retired members are eligible to be re-elected for another term. The nominated committeeûs<br />

member will appoint the chairman of Risk Management Committee from the committeeûs members.<br />

Scope of Responsibilities and Authority of the Risk Management Committee<br />

1. Set clear business directions, identify, analyze and investigate significant risk factors as well as specify strategies to<br />

manage those risks.<br />

2. Set risk management standards for use as guidelines in each work unit.<br />

3. Supervise to ensure that such measures are fully communicated and employees have complied with them.<br />

4. Provide for a systematic and continued evaluation and analysis of damage that may occur to make sure that risk survey<br />

has covered all processes of business operations.<br />

5. Support and develop risk management continually to cover all organization and comply with international standard.<br />

Nominating and Compensation Committee as of December 31, <strong>2010</strong>:<br />

1. Mr. Kunthit Arunyakananda Chairman of the Nominating and Compensation Committee (Independent Director)<br />

2. Dr. Chotivid Chayavadhanangkur Member (Independent Director)<br />

3. Mr. Reza bin Abdul Rahim Member<br />

4. Mr. Sirichai Rasameechan Member<br />

Miss Boonrut Mongkolratanakorn Secretary<br />

Terms of positions<br />

One-third of the Nominating and Compensation Committee, who have been longest in office, shall retire by rotation every<br />

year. The retired directors are eligible to be re-elected for another term by obtaining majority vote from the Board of Directors.<br />

In case of vacancy, the Nominating and Compensation Committee will consider an appropriate person from the members of the<br />

Board of Directors and/or any qualified candidates and propose to the Board of Directors for appointment.<br />

<strong>Annual</strong> <strong>Report</strong> <strong>2010</strong> 27

Hooray! Your file is uploaded and ready to be published.

Saved successfully!

Ooh no, something went wrong!