68
Annual Report
2013
before proposing them to the Board of Directors for
further approval. Consideration and approval will be
based on clear and transparent criteria in order to
induce, retain and motivate highly qualified and high
potential human resources. The committee at the
same time formulates effective guidelines, criteria,
procedures andprocess for assessing theperformance
of the Board of Directors and top executives of the
Company against the target mutually agreed in
advance each year. These targets shall be relevant
to the Company’s Business Plan and set up in order
to review the Management’s annual remunerations
by taking duties, responsibilities, related risks and long
term values to shareholders into consideration. The
Committeeensures that policy related to remuneration
as well as amount of remunerations for the Board of
Directors and top executives are disclosed in the
Company’s annual report. (The Company publishes
the duty and responsibilities of the Human Resources
and Remuneration Committee in the Company’s
regulation on the Human Resources Management
andRemunerationCommittee andon theCompany’s
website. The Human Resources and Remuneration
Committee’s meeting report andmeeting attendance
of individual Committee member is provided under
the Good Corporate Governance Report section.)
5.3 The Risk Management Committee
The Risk Management Committee’s term
is three years. Appointed by the Board of Directors,
the Committee members include Police Lieutenant
General Thavorn Chanyim as the Committee’s
chairman, Mr. Suwit Kongsaengbhak and Mr. Makin
Petplai are members. Mr. Sutheep Thamrujee, Vice
President-Head of Corperate Planning Division acts as
the Committee’s secretary.
The Committee reports directly to the
Board of Directors and performs its tasks as assigned
by the Board of Directors. Its responsibilities include
reviewing the Company’s risk management policy
and framework, which would cover all themajor risks,
such as financial, investment, corporate reputation
and compliance risks before proposing them to the
Board of Directors for approval, and formulating risk
management strategies and framework in compliance
with the Company’s risk management policy. The
Committee shall assess, monitor and control the
impact of risk at the appropriate level. TheCommittee
monitors and ensures that risk management activities
are in line with the Company’s policy and framework
approved by the Board of Directors; review the
sufficiency and effectiveness of risk management
policy and system; and reports regularly to the Board
of Directors about the management, operation, risk
status, changes and areas of improvement to keep
risk management in line with the Company’s policy
and strategy. (The scope of responsibilities of the Risk
Management Committee is included in theCompany’s
regulations on the Risk Management Committee and
published on the Company’s website. The reports
of the Risk Management Committee’s meetings and
meeting attendance of individual Risk Management
Committee member are published under the Good
Corporate Governance Report section.
Risk Management Working Group
The “Risk Management Working Group” was
appointed by the Risk Management Committee. The
Chief OperatingOfficer is theWorking GroupChairman.
Executives fromall disciplines aremembers while the
Assistant Vice President – Corporate Planning Division
acts as the secretary. The working group is mainly
responsible for identifying nature of risks and risk
factors, studying and analyzing internal and external
factors that may affect the Company’s operations,
monitoring and studying risk management activities
are in line with the guideline approved by the Risk
Management Committee; and preparing the report
on the Company’s risk management for the Board of
Directors’ acknowledgement every quarter.
5.4 Investment Committee
The Board of Directors appointed the
Investment Committee and the term is three years.
The Investment Committee members consist of Mr.
Kurujit Nakornthap as the Committee’s chairman,
Mr.Trakul Winitnaiyapak, Mr. Prachuab Ujjin and Mr.
Poonsuk Tochanakarn as the Committee members.
Mr. Peerawat Pumthong, Chief Operating Officer, acts
