Page 134 - Anual report STi 2022_eng

(6) Screen and consider the matters proposed by top one or more persons to act on behalf of the Executive
executives, which are outside of the Board of
Directors’ authority, to be re-proposed to the Board
of Directors.
(7) Define an effective organizational and management
structure.
(8) Approve financial matters, investments, and assets
of the Company within the scope of approval
authority under the annual expenditure budget as
approved in principles and/or assigned by the Board
of Directors.
(9) Have the power to appoint a working group to study
or consider various matters as the Executive
Committee deems appropriate, including having
the power to hire consultants related to the
management of the Company to achieve maximum
management efficiency.
(10) Assign the Chief Executive Officer to consider or
act on various matters as the Executive Committee
deems appropriate.
(11) Consider the profits and losses of the Company,
and propose interim dividend payment and/or
annual dividend payment to the Board of Directors.
(12) Consider new business ventures or termination of
business to be presented to the Board of Directors.
(13) Supervise the procedures for operators to reports
unusual incidents or conducts or illegal actions
against the Executive Committee in a timely manner.
And in case of mentioned incidents have a significant
effect, the Executive Committee must be informed
for consideration and corrective actions in a timely
manner. (18) Perform duties as authorized by the Board of
(14) Proceed any action to support procedures mentioned
above or as instructed or assigned by the Board of
Directors
(15) Supervise and approve matters related to the
Company's operations, and may appoint or assign
132 Annual Report 2022 (56-1 One Report)
Committee as it deems appropriate. The Executive
Committee can cancel, change, or revise such
authority.
In this regard, the assignment of powers,
duties, and responsibilities of the Executive
Committee will not be in the nature of authorization
or sub-authorization that allows the Executive
Committee or the authorized persons of the
Executive Committee to approve transactions
that they or persons who may have conflicts of
interest or there may have any other conflicts
of interest with the Company or its subsidiaries
as defined in the Notification of the Securities and
Exchange Commission. Such transactions must
be presented to the Board of Directors' meeting and/
or the shareholders' meeting (depending on the
case) to consider and approve such transactions
according to the regulations of the Company and its
subsidiaries or related laws, except for the approval
of transactions with normal business conditions that
have a clear scope.
(16) The Executive Committee must report to the Board
of Directors for acknowledgement in the next Board
of Directors’ meeting. the executive directors cannot
approve transactions that they or persons who may
have conflicts of interest or may have conflicts of
interest in other ways with the Company or its
subsidiaries.
(17) Consider, review, and revise the Charter of the
Executive Committee regularly every year.
Directors.