Structure of the Board of Directors
- The Board of Directors consists of not less than 5 directors and not less than half of the total number of directors must be resided in Thailand.
- The Board of Directors has set up the policy that the Chairman and Managing Director should not be the same person in order to clarify the responsibilities between the formulation of the governance policy and the routine management.
- The responsibilities of the Board of Directors towards the shareholders are that each director represents all shareholders and participates in the company's corporate governance with independence and impartiality. This is for the benefit of all shareholders and other stakeholders.
- The Board of Directors requires the appropriate number and composition of the independent directors to maintain the corporate governance. As well, the number of independent directors must not be less than 1/3 of the total number of directors with 3 persons in minimum.
- The Board of Directors requires an audit committee consisting of at least 3 independent directors and at least one audit committee member that can review the company's financial statements.
- Directors can assume the directorship of no more than 5 companies that are listed with the Stock Exchange of Thailand. This directorship must be informed and approved by the Board of Directors.
Characteristics and qualifications of the Board of Directors
- Directors must possess the knowledge and experience that are beneficial to business operations and must have an understanding and interest in the Company's business.
- Directors’ ‘qualifications must meet the qualifications that are stipulated in Section 68 of the Public Limited Companies Act B.E. 2535 (1992).
- Directors must be nominated and approved by the Board of Directors.
- Directors shall not operate or participate in the same business and compete with the Company's business, whether for their own benefit or the benefit of others, unless notified to the shareholders' meeting prior to the appointment.
- Directors must perform their duties with integrity and ethics.
- Directors must be responsible and fully oblige to the results of their duties, both ethically and legally, to the Company and its stakeholders.
- Directors must exercise their best independent discretion so to gain the shareholders’ trust.
- Directors must devote their time and dedication to the Company and be ready to attend the Company's meetings regularly.
- Directors must comply with the corporate governance guidelines set by the relevant authorities.
As of November 1, 2024, the Board of Directors consists of 9 directors who have no family ties, divided into 4 groups: 3 directors who are major shareholders, 1 director who is a non-major shareholder, 2 non-shareholders, and 3 independent directors.
List of Directors |
Position |
1. Mr. Kowate Limtrakul |
Chairman of the Board of Directors |
2. Mr. Thanadol Thongsukh |
Vice Chairman of the Board of Directors/ Independent Director and Audit Committee / Chairman of the Nomination and Remuneration Committee |
3. Mr. Surachai Atsawakaewmongkhon |
Managing Director / Chairman of the Executive Committee / Member of the Risk Management Committee/Acting Production Director |
4. Mr. Adirek Sriwatanawongsa |
Independent Director and Chairman of the Audit Committee |
5. Ms. Benjawan Sinkunakorn1 |
Independent Director/ Audit Committee / Nomination and Remuneration Committee |
6. Mr. Pisuth Lertvilai |
Director / Deputy Managing Director / Chairman of Risk Management Committee / Executive Director |
7. Ms. Suwanna Teerapapthamkul |
Director / Executive Director / Director of Accounting and Finance Department |
8. Mr. Nopparoch Chotchintanathat |
Director |
9. Mr. Vichien Tangudtaisuk |
Director |
Remarks
1. Being an audit committee member with knowledge and experience in reviewing the Company's financial statements.
Company Secretary
The Board of Directors had resolved to appoint Mr. Louis Wiwongsak as the Company Secretary since August 11, 2008.
Authorized Directors
Mr. Vichien Tangudtaisuk or Mr. Surachai Atsawakaewmongkhon or Mr. Pisuth Lertvilai or Ms. Suwanna Teerapapthamkul, two of these four directors jointly signed with the company's seal.
Executives
The list of executives of the Company, as defined by the Securities and Exchange Commission, includes the Managing Director and the first five executives after the Managing Director and all fifth executives as of February 1, 2023
List of executives |
Position |
1. Mr. Surachai Atsawakaewmongkhon |
Managing Director / Acting Production Director |
2. Mr. Pisuth Lertvilai |
Director and Deputy Managing Director / Executive Director |
3. Ms. Suwanna Teerapapthamkul |
Director / Director of Accounting and Finance |
4. Mr. Songkiat Vichayavatang |
Sales & Marketing Director |
5. Ms. Anchasa Kamjaikittikul |
Research and Development Director |
6. Mr. Wanchai Limthawornwattana |
Engineering and Maintenance Director |
Sub-Committees
Company Management Structure: The Board of Directors has established 4 sub-committees: the Executive Committee, the Audit Committee; The Nomination and Remuneration Committee and the Risk Management Committee to assist in the management and maintain the corporate governance of the Company, as follows
Executive Committee : Consists of 3 directors as follows:
1. Chairman of the Executive Committee : Mr. Surachai Atsawakaewmongkhon
2. Executive Director : Mr. Pisuth Lertvilai
3. Executive Director : Ms. Suwanna Teerapapthamkul
Audit Committee
The Board of Directors has established an audit committee which meets the qualifications required by the securities and exchange regulations. There are at least three of them, and at least one has to be graduated in accountancy and possess the knowledge and experience in reviewing the company's financial statements. Currently, there are 3 audit committee directors. These 3 directors are independent directors with a 3 years term of office, as follows:
1. Independent Director and Chairman of the Audit Committee : Mr. Adirek Sriwatanawongsa
2. Independent Director and Audit Committee Member : Mr. Thanadol Thongsukh
3. Independent Director and Audit Committee Member : Ms. Benjawan Sinkunakorn
Nomination and Remuneration CommitteeThe Board of Directors has appointed 3 members of the Nomination and Remuneration Committee, consists of 2 independent directors and 1 executive director.
1. Chairman of the Nomination and Remuneration Committee : Mr. Thanadol Thongsukh
2. Member of the Nomination and Remuneration Committee : Ms. Benjawan Sinkunakorn
3. Member of the Nomination and Remuneration Committee : Mr. Pisuth Lertvilai
Risk Management Committee
It consists of 3 directors as follows:
1. Chairman of the Risk Management Committee : Mr. Pisuth Lertvilai
2. Member of the Risk Management Committee : Mr. Surachai Atsawakaewmongkhon
3. Member of the Risk Management Committee : Mr. Vichien Tangudtaisuk