Page 105 - Annual Report 2015 - Mono Technology Public Company Limited

Authority, Duties and Responsibilities of the Risk Management Committee
1. To review and screen policy and guidelines on overview of the Company’s risk management covering key risks relevant to financial matters, investment and the Company’s reputation before proposing the Board of Directors to consider approving.
2. To formulate strategies and guidelines on the Company’s risk management to be in line with the established risk management policy as well as to evaluate, monitor and control the Company’s risk at acceptable and appropriate level.
3. To monitor and ensure that risk management activities are in compliance with risk management policy and guidelines as approved by the Board of Directors.
4. To specify risk measurement criteria and the Company’s risk appetite limit.
5. To set appropriate risk management measures that can cope with different situations.
6. To review sufficiency of risk policy and management system as well as effectiveness of risk management system and compliance with the policy.
7. The Company’s management, operation, risk status, changes and areas of improvement to keep risk management in line with the Company’s policy and strategy must be regularly reported to the Board of Directors.
8. Toappointaworkingteamofriskmanagement as necessary as well as to support the working team of risk management in terms of personnel, budget and other necessary resources under the scope of responsibilities of the team.
Recruitment and Appointment of Directors and Executives
For the selection of persons to assume the position of the Company’s directors and executives, the Nomination and Remuneration Committee shall be responsible for recruiting and selecting persons to take the positions as well as nominating names of qualified persons to the Board of Directors and/or the shareholders’ meeting (as the case may be). Persons to be appointed as directors and executives must possess complete qualifications required by Section 68 of Public Limited Companies Act, B.E., 2535 (as well as the amendment), Securities and Exchange Act and relevant notifications of CMSB. Moreover, their knowledge and competency as well as working experiences shall be taken into consideration.
Details of composition and appointment of the Board of Directors/ Independent Directors, the Audit Committee, the Executive Committee, the Nomination and Remuneration Committee and the Risk Management Committee are as follows:
Composition and Appointment of the Board of Directors
The Board of Directors shall comprise no less than five members and half of them shall be resident in Thailand. The directors need not be the Company’s shareholders.
Regarding the appointment of the Board of Directors, the Nomination and Remuneration Committee shall be responsible for selecting persons to assume the positions in the Board of Directors by taking into account their qualifications in accordance with the Board’s rules and specifications. Besides, the Board Diversification in terms of knowledge, competency, professional skills, business-related experiences, specialization, gender, and other necessary skills as appropriately required for the Company’s business strategy should be included in the consideration. Moreover,theNominationandRemunerationCommitteemay consider appointing the Company’s major shareholders to assume the positions in the Board of Directors as their business experience that may be beneficial to the Company’s operation.
Annual Report 2015
105