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1. TheBoardofDirectorssetsthepolicytoappointtheirrepresentativetobethedirectororexecutiveof subsidiaries and associated companies in order to monitor the operation of such companies to be in line with the Company’s policy.
2. The Board of Directors continues to monitor the operation of subsidiaries or associated companies and sets guidelines to control the operation of such companies for a person who was appointed as the director or executive.
3. The Board of Directors continues to control the business operation of subsidiaries or associated companies to meet the approved business policy, goals, operation plan, strategy and budget.
4. The Board of Directors considers designing the organization structure and management of subsidiaries or associated companies to add their business operation efficiency and suit current business circumstances.
5. TheBoardofDirectorsshallconsiderapprovingthebudgetandspendingforinvestment,operations,transactions of acquisition or disposition of assets, borrowing from financial institutions, lending, capital increase and decrease or business closure that may significantly affect subsidiaries or associated companies’ operations.
6. The Audit Committee shall review accuracy and reliability of financial reports, internal control system, internal auditing works, related party transactions, compliance with related law and regulations as well as monitoring and controlling of subsidiaries and associated companies’ operations.
7. TheRiskManagementCommitteeshallconsiderscreeningthepolicyandriskmanagementguidelinesof subsidiaries and associated companies.
8. TheBoardofDirectorsfocusesonimprovingmanagementaswellasprovidinggoodcorporategovernance and efficient risk management system of subsidiaries and associated companies.
9. The subsidiaries and associated companies must report their performance to the Board of Directors of the Company. Also, the Board of Directors must consider such performance regularly in order to support their planning and goals of business operation in the future.
Control of the Use of Inside Information
The Company has a policy and practices to control the exploitation of inside information by the directors and executives for their personal benefit, including securities trading:
1. The Company formulates the written guidelines for keeping information and preventing inside information exploitation in order to promote fairness to shareholders, customers, business partners and all stakeholders according to laws and principles of good corporate governance.
2. The directors, executives and employees are forbidden from exploitation of inside information that has a significant impact on the Company’s securities trading and the change in share price that has not yet been declared to the public for their personal or other’s interest.
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