SCI Annual Report 2015

SCI Electric Public Company Limited
shareholders may not be able to gather the votes for examining and balancing what is proposed by the main shareholders
except for the subjects which the law or the Company’s regulations specify to receive the votes for three fourth of the
shareholder’s meeting such as capital increase, capital reduction, sale or transfer of operation wholly or partly, etc.
Nevertheless, the Company has nominated 3 auditing committees who are the independent directors and 2 outsource
independent directors totaling 5 auditing committees from the total number of 10 directors to attend the meeting of
directors to examine and balance the operation of the Board of Directors and the Company’s executives including the
consideration to approve the transactions before proposing to the shareholder’s meeting. This can ensure the shareholder
that the management in the Company will be transparent.
2. Risk in legal issues
At present, Lao PDR has no provision on legal issues in solving the problems of contradiction in the provisions of law
like in Thailand. Therefore, when there is the dispute in Lao PDR on such conflict, the Court of Lao PDR is authorized to use
the discretion in accordance with the law of Lao PDR depending on each case without considering the issue of conflicts
of law in other countries. Only the sovereignty of Lao PDR is considered.
However, the Company hires the legal consultant in Lao PDR who is the expert and is very specialized in the law of
Lao PDR. As the Company realizes to prevent any case occur in the way that the Company will lose benefits, before
making any important contract or transaction in Lao PDR, the Company has to consult with the legal consultant every
time in order to prevent the conflict or damage possibly incurring.
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