Audit Committee Independency

The Audit Committee is independent in performing its functions and duties. In compliance with the Audit Committee Charter, the Audit Committee performs its duties and responsibilities in efficient, transparent, competent, independent and accountable manners, so to be acceptable by all related parties.

Functions, Duties and Authority

The Audit Committee serves to assist the Board of Commissioners in the supervisory tasks as to ensure that Your Company operates according to the principles of good corporate governance.

The duties and responsibilities of the Audit Committee covers:

• analysing finance-related information to be released for public and submitted to the authority;
• reviewing compliance of activities toward the applicable laws and regulations of the capital market;
• providing independent opinions; should there be any dissent between the management and external accountants;
• providing recommendations on the appointment of external auditors;
• reviewing the performance of internal auditors and monitoring the follow-ups by the Board of Directors on findings by the internal auditors;
• reviewing the implementation of risk management by the Board of Directors;
• assessing complaints regarding accounting and financial reporting processes;
• reviewing and providing recommendations to the Board of Commissioner regarding potential impacts of Your Company’s interests; and
• safeguarding the confidentiality of corporate documents, data and information .

The Audit Committee has the authority to:

• access required documents, data and information on employees, funds, assets and corporate resources;
• communicate directly with all employees including the Board of Directors and those performing internal audit, risk management and accounting
• involve independent external resources when required; and
• perform other authorities based on directives from the Board of Commissioner.

Nomination and Remuneration Committee Independency

The Nomination and Remuneration Committee is independent in performing its functions and duties as well as in reporting; reports directly to the Board of Commissioners

Function, Duty and Authority

The Nomination and Remuneration Committee assists the Board of Commissioners, to: 

• conduct evaluation of remuneration policy and provide recommendations for the Board of Commissioner regarding the remuneration policy; ensuring that the policy is implemented in compliance with targets and, strategies as well as the long-term plans; 
• develop and provide recommendations to the Board of Commissioners on the selection or replacement system and procedures of members of the Board of Commissioners and Board of Directors; provide to the Board of Commissioners, to be submitted in the GMS; compile directives for the leadership corridor and succession planning for key positions; conduct regular assessment on members of the Board of Commissioners and Board of Directors; expand the criteria for the selection and nomination procedures for members of the Board of Commissioners, Board of Directors, Chiefs and the top level management; develop the assessment and recommendation channeling system for all members of the Board of Commissioners and Board of Directors; and
• provide regular assessment reports and recommendations on the implementation of remuneration and nomination policies.

The Committee of Nomination and Remuneration is authorized of communication and full access into information required from the human resources division regarding development and expansion of management, remuneration system and individual data. The Committee of Nomination and Remuneration can also utilise external expertise, if required and with the approval of the Board of Committee and Directors.