Roles of BOD

General Description

Board of Directors (BOD) is a corporate body which is in charge and responsible collectively in carrying out management role of company. BOD acts and represents for and on behalf of the Company inside and outside the Court according to Articles of Association.

 

BOD Duties 

  • lead the company in accordance with definitive interests and objectives;

  • manage, maintain and increase the value of corporate's assets (wealth);

  • sets the pattern of distribution of their respective tasks.

BOD Responsibilites and Authorities

  • to pursue and ensure company’s business operation and activities in accordance with its purposes and goals;

  • to formulate company’s development plan, working plan and annual budget, including other plans related to the pursue of company’s business activities and present them to BOC for approval;

  • to formulate RJPP and the RKAP, strategic plans that embody company’s goal and purpose then present them to BOC for approval.

  • to set and keep the company’s accounting and administration in accordance with generally accepted practices;

  • to prepare financial statements in accordance with accounting standards and based on principles of internal control, particularly on management, book recording, book keeping and monitoring functions;

  • to compile and maintain list of shareholders, GMS documents, and BoD minutes of meeting, as well as company’s documents;

  • to prepare annual report in compliance with applicable law and regulations;

  • to provide accountability and any information about course and condition of the company to GMS in the Annual Report;

  • to provide periodic reports in accordance with applicable regulations as well as other reports whenever requested by shareholders;

  • to create company’s organizational structure, along with details about duty, responsibility, authority of management on all level;

  • to set measure of success (key performance indicators), both from a financial and non-financial aspects, and to observe implementation of company’s vision, mission and objectives;

  • to monitor and evaluate the implementation of RJPP/RKAP, including achievement of financial and non-financial targets as well as to do corrective actions towards deviations of the targets;

  • to develop and implement Enterprise Management System (ERM);

  • to develop company’s ICT infrastructure;

  • to follow up on findings identified by Internal Audit Unit, Audit Committee and External Auditor, and present them to BOC;

  • to report relevant information to BoC (i.e, human resources development plans and programs, Management accountability, company’s health rating assessment, and report the information technology performance report);

  • together with BOC and Corporate Secretary, to hold the responsibility on preparing and organizing GMS;

  • to ensure company on performing CSR and taking care of stakeholders’ interests in accordance with rules and regulations;

  • to report to company about share ownership of his/her and/or his/her family in other company, as well as to FSA;

  • to fulfil other obligations in accordance with provisions stipulated in Articles of Association and are made by GMS.

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