Page 135 - Amata-one-report2020-en
P. 135

BUSINESS OPERATION AND OPERATING RESULTS  CORPORATE GOVERNANCE  FINANCIAL STATEMENTS  ENCLOSURES




            Section 2  Risk Management Measures


                The Company and its subsidiaries have specified clear and harmonized objectives, both at the organizational and
            operational levels, in order for the Company and its subsidiaries to accomplish its goals with the approved annual budget
            and using available resources. The Company and its subsidiaries constantly evaluate and manage all risks according
            to current circumstances. In particular, Management conducts the following actions on a regular basis:

                •  Regularly arranges meetings for the purpose of evaluating the risks and their causes in business operations;


                •  Regularly monitors situations which may create risks in order to establish policies to prevent or minimize
                   such risks;


                •  Informs the supervisors of each department of the action plan based on the risk management policy in order
                   for them to convey such information to each employee so as to ensure the most effective implementation.
                   The Company also monitors the risk management policy implementation results.


            Section 3  Management Control Measures

                The Company and its subsidiaries maintain the following policy and operational guidelines for Management to ensure

            compliance with policies which it specifies, and that those policies are communicated to the Company’s employees:

                •  The Company and its subsidiaries clearly specify the scope of duties and authorized credit limit of each level
                   of Management.

                •  The Company and its subsidiaries have strict and clear measures to govern any transactions entered into
                   with its major shareholders, Directors, Executives or Connected Persons of the Company and its subsidiaries.

                   The Company and its subsidiaries specify that the Connected Transactions between the Company itself
                   or its subsidiaries and any person with whom they may have a conflict of interest, must be subject to
                   reasonable conditions, general trading conditions or market prices. Such transactions must also be presented
                   to the Audit Committee on a quarterly basis in order for them to provide their comments about the rationale
                   of such transactions.  In the case of Connected Transactions which are not in accordance with general
                   trading conditions, it is required that such a transaction must be submitted to the Audit Committee for its
                   consideration of the transaction’s propriety, and for it comments about the transaction ultimately to be

                   provided to the Board of Directors and/or shareholders, as the case may be, for their approval prior to
                   the execution of the transaction. Also, such a transaction can only be approved by persons who do not
                   have a conflict of interest in the transaction, after taking into consideration the benefits to the Company
                   and its subsidiaries.

                •  Where that transaction to be entered into with a Connected Person will commit the Company and its

                   subsidiaries on a long-term basis, such transaction must be monitored to ensure compliance with the agreed
                   conditions and be reported to the Audit Committee for consideration of its propriety throughout the term of
                   the agreement. The Audit Committee shall also determine measures to prevent any Connected Persons
                   from taking advantage of the Company and its subsidiaries for their own interests.






                                                                         Amata Corporation Public Company Limited  135
   130   131   132   133   134   135   136   137   138   139   140