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SCI Annual Report 2015

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<strong>SCI</strong> Electric Public Company Limited<br />

Authority<br />

5. Possess the authority to approve the transaction, employment, and contract with the credit line not over than 50<br />

million baht (fifty million baht);<br />

6. Possess the authority to approve the transaction of equipments or fixed assets for the regular usage in the business<br />

with the credit line not over than 10 million baht (ten million baht);<br />

7. Possess the authority to approve the bidding and transaction, and the regular operations of the company and chained<br />

companies, including the approval of bidding, transaction, and employment that are for the regular usage of the<br />

company and chained companies with the credit line not over than 200 million baht (two hundred million baht);<br />

8. Possess the authority to approve the loaning money, the provision of credit, the issue of debt securities, overdraft<br />

contract, other bank credits or other financial institutions’ or other people under the regular conditions of the<br />

company or other juristic persons involved in the business with the credit line not over than 50 million baht (fifty million<br />

baht), including the authority to get the payment guarantee letter for the company’s interests with the credit line not<br />

over than 50 million baht (fifty million baht);<br />

9. Possess the authority to approve the mortgage and pawning of the company’s existing or nearly-existing assets for<br />

the loan guarantee with the credit line not over than 50 million baht (fifty million baht).<br />

General Administration<br />

10. Work as a consultant responsible for the financial management, marketing management, human resource, and<br />

other operations within the business;<br />

11. Possess the necessary authority to approve the designation of general consultants, including the financial and tax<br />

consultants, as well as the authority to specify the appropriate consideration for these employees with the credit line<br />

specified on the lists of the transaction, employment and contract above.<br />

12. Possess the authority to appoint the project consultant as appropriate with the credit line not over than 10 million<br />

baht (ten million baht); however, the investment and budget plans would be approved by the Board;<br />

13. Specify the company’s structures and administration, including the designation, employment, translocation, wage,<br />

consideration, bonus of the administrative officers, and dismissal assigned by the Board, as well as examine the ap<br />

propriate employee’s fringe benefits conforming to the conditions, traditions, and legal regulations (the administrative<br />

officers could be defined as the employees working under the authority of the board);<br />

14. Perform other responsibilities assigned by the Board.<br />

The directors could not examine and approve any performances involved with the interests of the company, except for<br />

the approval conforming with the policies and regulations of the Board, the extraordinary general members and legal<br />

regulations. Nonetheless, the Board could cancel, ignore, and revise their authority as appropriate.<br />

Moreover, the executive managing directors, chief executive officer or other employees are approved by the board to<br />

perform duties conforming with the specified regulations of the board. Nonetheless, the delegation of authority is considered<br />

as successful if the authorized representatives are not against the company’s interests.<br />

At the Extraordinary General Meeting 1/<strong>2015</strong> on April 22nd, <strong>2015</strong>, the authorities and responsibilities of the Chair of<br />

Executive Board and Chief Executive Office were concluded and approved as follows;<br />

Roles and Responsibilities of the Chair of Executive Board<br />

General Administration<br />

1. Control and approve the regular operations of the company, as well as assign authority to the Chief Executive Office,<br />

administrators, or other employees performing the regular duties within the company to be authorized to represent<br />

as the Chair for some issues under the control and the period that the Chair of Executive Board assigns. Nonetheless,<br />

the authority could be ignored, revised, and cancelled by the Chair;<br />

2. Perform duties following to the policies, plans, and budget plans assigned by the committees and/or the Board;<br />

152

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