SCI Annual Report 2015

SCI Electric Public Company Limited
6. Review the related lists or the ones that could be against the interests along with the awareness of the legal regulations
and the Securities and Exchange Act with the main purposes of ensuring the validity and interests of the provided
lists towards the business;
7 Collect and include the reports of the auditors in the annual report, which would be signed by the leader of the
audit team. The annual report shall consist of the following information;
(a) The perspectives towards the validity, completeness, and reliability of the financial reports
(b) The perspectives towards the appropriateness of the internal control of the company
(c) The perspectives towards the execution of the Securities and Exchange Act, legal regulations, and other
acts involved in the business
(d) The perspectives towards the appropriateness of the audit team
(e) The perspectives towards some lists that might be conflict with the interests
(f) The number of meetings of audit team arranged, and the number of committees participated in each meeting
(g) The overall perspectives and remarks towards the audit team after the operation stated on the charter was achieved
(h) Other appropriate lists that the shareholders and investors are supposed to perceive under the assigned role
and responsibilities
8. Any other responsibilities agreed among the Board and the Committee;
9. If the hesitancy gained by the performance of the audit team listed below exists, which may significantly affect the
financial status and achievements of the company, the committee shall report to the Board in order to revise and
adjust the issues during the appropriate period of time;
(a) The lists considered as against the company’s interests
(b) Corruption or abnormality of the internal control encountered
(c) The disobedience of the Securities and Exchange Act, the regulations of the Stock Exchange of Thailand or
other regulations involved in the business
If the Board or the executive director could not resolve the existing issues during the stated period of time, the
audit team must inform the Securities and Exchange Commission or the Stock Exchange of Thailand within the
specified period.
10. During the operation of the audit team, the team shall consult with the independent external consultant or an expert
in the field if necessary and appropriate. The company shall be responsible for the whole expenses of the operation
stated earlier as the audit team is directly under the responsibility of the Board, and that the Board is also responsible
for the operation that could affect the external sector.
The Nomination and Remuneration Committee
The 1/2015 Extraordinary General Meeting of Shareholders, held on 22 April 2015, resolved to appoint the Nomination and
Remuneration Committee consisting of 3 members as follow:-
1. Mr. Sumeth chailertvanitkul, Chairman of the Nomination and Remuneration Committee
2. Mrs. Pranee Phasipol, Nomination and Remuneration Committee
3. Ms. Aunada Phruttinarakorn, Nomination and Remuneration Committee
Guidelines, Roles, and Responsibilities of the Nomination and Remuneration Committee
1. Present the comments concerning the consideration of the chairman, committees, the leader of the audit team,
auditors, and other subcommittees (if any) to the Board, which the approval of the meeting would be inferred later on;
2. Examine and nominate the qualified members for the committee position for the first-time working in the position,
inquire the achievements, qualifications and the capacities of the previous committee (if the person should remain
in the position), present the profiles to the Board for the approval and consideration, and present to the shareholders
for the designation;
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