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Sustainability Governance Structure

The Company has four (4) sub-committees, namely, (1) the Audit Committee, (2) Executive Committee, (3) Nomination, Remuneration, Corporate Governance, and Sustainability Committee, and (4) Risk Management and Investment Committee.The Nomination, Remuneration, Corporate Governance and Sustainability Committee (NRC) is responsible for overseeing the Group’s sustainability governance. The Committee’s scope of authority, duties, and responsibilities is set forth below

Scope, authority, and responsibilities of the Nomination, Remuneration, Corporate Governance, and Sustainability Committee

  1. To recommend the structure, size, and composition of the Board of Directors, subcommittees, seniors, and employees appropriate to the nature of the Company’s business.
  2. To determine qualifications, criteria, and methods for nominating directors, subcommittees, Chief Executive Officer, and senior executives, including other management positions assigned by the Board of Directors. Based on the criteria and transparency, they shall select candidates with appropriate knowledge, experience, and expertise and propose the candidate list to the Board of Directors or the shareholders’ meeting for further appointment (as the case may be).
  3. To consider remuneration structure, form, criteria, hiring rate, work compensation (whether in cash, securities, or other forms), gratuities, and bonuses, including salary increases for directors, subcommittees, Chief Executive Officer, senior executives, other management positions, and employees assigned by the Board of Directors under the relevant laws, fairly and appropriately. Accordingly, propose to the board of directors meeting and the shareholders’ meeting for further approval (as the case may be).
  4. To consider guidelines for determining remuneration for directors, subcommittees, Chief Executive Officer, senior executives, other management positions, and employees assigned by the Board of Directors to be consistent with the strategy and long-term goals of the Company, experience, duties, accountability, and responsibility, as well as expected benefits. Such remuneration should be linked to the value the Company has created for shareholders but not too high to cause a focus on short-term performance and in a manner comparable to the level practiced in the industry.
  5. To consider the evaluation criteria for the Company’s Chief Executive Officer and senior executives, including other executive positions assigned by the Board of Directors, and present them to the Board of Directors for consideration and opinion.
  6. To prepare and review the individual development plan for the Chief Executive Officer and senior executive to prepare as a continuous succession plan in case the Chief Executive Officer or senior executives retire or cannot perform duties to ensure that the Company’s administration can carry on. governance policy and other related policies, including the requirements of the Company’s business ethics and code of conduct according to the principles of good corporate governance.
  7. To determine and review the good corporate the Nomination, Remuneration, Corporate Governance, and Sustainability Committee
  8. To supervise, give counsel, monitor the business progress, and assess the performance of compliance with good corporate governance principles.
  9. To support and disseminate good corporate governance culture to be understood by management and employees at all levels.
  10. To support and advise on getting an assessment for good corporate governance.
  11. To define and review the direction, policies, strategies, goals, and development plans for sustainability, covering environmental, social, corporate governance, and economic dimensions, and present them to the Board of Directors for approval.
  12. To support and drive collaboration in sustainability initiatives across the organization.
  13. To review and recommend the Company’s sustainability practices to align with best practices and international standards, ensuring they remain up to date.
  14. To consider and approve the organization’s key sustainability issues annually.
  15. To monitor, summarize, and report on sustainable development performance to the Board of Directors for acknowledgment.
  16. To oversee and track the disclosure of sustainability information to ensure balance, effectiveness, and maximum benefits for the Company and its stakeholders.
  17. To consider appointing a sustainability working group.
  18. To perform other duties as assigned by the Board of Directors occasionally.