Notification of Changes to the Scope, Duties, and Responsibilities of the Audit Committee

The Stock Exchange of Thailand · 2d ago
Form to Report on Names of Members and Scope of Work of the Audit Committee
(F24-1)
Date of shareholders/board resolution : 12-Nov-2026
The Determination/Change of which shall : 12-Nov-2026
take an effect as of
The Audit Committee is consisted of
No : 1
Audit Committee's Position : CHAIRMAN OF THE AUDIT COMMITTEE
Full Name : Mr.THAMNOON ANANTHOTHAI
No : 2
Audit Committee's Position : AUDIT COMMITTEE
Full Name : MissNARTRUIDEE UNTHANUWAT
No : 3
Audit Committee's Position : AUDIT COMMITTEE
Full Name : Mr.BOONYABARAMEE SAWANGWONG
No : 4
Audit Committee's Position : SECRETARY OF THE AUDIT COMMITTEE
Full Name : Ms.Siriphorn Suasagoon
The order of audit committee number(s) that has/have adequate expertise and
experience to review creditability of the financial reports. :
1-2
Scope of duties and responsibilities of the audit committee to the board of
director :
Duties & Responsibilities
Financial Reporting
1. Review the company financial reporting to ensure that information is prepared
and disclosed accurately, completely, and reliably in accordance with financial
reporting standards, in coordination with the external auditor and relevant
management, on both a quarterly and annual basis. The Audit Committee may
recommend that the external auditor review or examine any specific items deemed
necessary and significant during the course of the company audit. Internal
Control, Risk & Anti-Corruption (CAC)
2. Review the company internal control and risk management systems to ensure
they are appropriate, sufficient, and effective, in line with international
frameworks (such as COSO), in consultation with the external auditor and the
internal auditor.
3. Review the company internal control systems, measures, and risk management
processes regarding anti-corruption to ensure they are appropriate, sufficient,
and aligned with the guidelines of the Thai Private Sector Collective Action
Against Corruption (CAC). This includes reviewing the self-assessment form on
anti-corruption measures as part of the three-year certification renewal cycle.
4. Review and monitor the management of key risksas identified by the Risk
Management Committeeincluding risks related to cyber security, information
technology, and personal data protection.
5. Review the reliability and completeness of the processes for preparing and
disclosing sustainability-related information. Including significant
non-financial information in the 56-1 One Report, as well as reviewing the
adequacy of the internal control system related to such information.
6. Review and provide an opinion on the annual assessment of the adequacy of the
internal control system for submission to the Board of Directors and for
disclosure in the 56-1 One Report.
Governing Internal Audit
7. Review, screen, and approve the Internal Audit Charter on an annual basis,
and submit it to the Board of Directors for final approval. Any amendments to
the Charter must be approved by the Board of Directors before taking effect.
8. Review, screen, and approve the appointment, transfer, removal, or
termination of the Chief Audit Executive (CAE), as well as their annual
performance evaluation, to ensure that the internal audit function and its
reporting remain independent, impartial, and free from any management
interference.
9. Approve the internal audit strategic plan, the risk-based annual audit plan,
and key performance indicators (KPIs). Additionally, assess the adequacy and
appropriateness of the budget, staffing levels, and necessary technology to
ensure that the internal audit function possesses sufficient capacity to address
risk management.
10. Encourage the internal audit function to coordinate, collaborate, and share
information with external auditors and other consultants.
11. Oversee the implementation of a Quality Assurance and Improvement Program
(QAIP) for the internal audit function, which includes annual internal
self-assessments and an external quality assessment (EQA) conducted by an
independent party at least once every five years; furthermore, monitor the
progress of ongoing quality improvement initiatives.
Oversight of External Auditors
12. Consider, select, recommend the appointment of, and propose the termination
of an independent party to serve as the Company external auditor. This includes
recommending the auditor remuneration, taking into account the auditor
credibility, the adequacy of their resources, the volume of audit work, and the
experience of the assigned personnel, for submission to the Board of Directors
and the shareholders' meeting.
13. Evaluate the independence, performance, and quality of the external auditor,
and assess the appropriateness of any non-audit services provided.
Compliance and Related Party Transactions (RPT)
14. Review the Company compliance with securities and exchange laws, regulations
of the Stock Exchange of Thailand (SET), and other laws relevant to the Company
business operations.
15. Review Related Party Transactions (RPT), potential conflicts of interest,
and material transactionssuch as the acquisition or disposal of significant
assetsto ensure they are accurate, complete, and in compliance with applicable
laws and SET regulations. This includes regularly monitoring the progress of
such transactions in coordination with management, with a particular focus on
high-value, long-term construction and development investment projects, to
ensure they are reasonable and serve the best interests of the Company.
Whistleblowing
16. Review and oversee the implementation of channels and processes for
receiving complaints and reports of misconduct (whistleblowing mechanism) from
both within and outside the organization, ensuring they are secure and
transparent. This includes establishing fair protection measures for
whistleblowers, as well as reviewing the outcomes of fraud investigations and
implementing internal preventive measures.
Urgent Reporting
17. Investigate suspicious circumstances reported by an auditorspecifically,
instances where a director, manager, or person responsible for the company
operations may have committed an offense under the laws governing securities and
exchange. A preliminary investigation report must be submitted to the Board of
Directors, the Securities and Exchange Commission (SEC), and the auditor within
30 days of receiving the notification. Such suspicious circumstances and the
procedures for fact-finding shall be in accordance with the criteria prescribed
by law and the Capital Market Supervisory Board.
18. Significant Irregularities: In the event that any of the following
transactions or actions are discoveredor suspected to have occurredwhich could
materially impact the company financial position or operating results, the Audit
Committee shall report the matter to the Board of Directors to ensure that
corrective actions are taken within an appropriate timeframe:
18.1 Transactions involving conflicts of interest.
18.2 Fraud, irregularities, or significant deficiencies in the internal control
system.
18.3 Violations of the laws governing securities and exchange, the regulations
of the Stock Exchange of Thailand, or other laws relevant to the company
business operations. (Should the Board of Directors or management fail to
implement corrective measures within the specified timeframe) (Any individual
member of the Audit Committee may report such transactions or actions to the
Office of the Securities and Exchange Commission (SEC) or the Stock Exchange of
Thailand.) Investigation Authority
19. Possess the authority to conduct investigations and inquiries as necessary,
including the authority to engage or invite independent professional advisors to
provide opinions or counselat the company expensewhenever deemed necessary to
ensure the effective fulfillment of duties and responsibilities.
20. Perform any other tasks as assigned by the Board of Directors and approved
by the Audit Committee.
______________________________________________________________________
The company hereby certifies that
1. The qualifications of the aforementioned members meet all the requirements of
the Stock Exchange of Thailand; and
2. The scope of duties and responsibilities of the audit committee as stated
above meet all the requirements of the Stock Exchange of Thailand
Signature _________________
( Mr.SUWAT LUENGVIRIYA )
Chief Executive Officer and Managing
Director
Authorized to sign on behalf of the company
Signature _________________
( Mr.SUTHAT BOONYAUDOMSART )
Deputy Managing Director, Accounting and
Finance
Authorized to sign on behalf of the company
______________________________________________________________________
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of the information and related documents of listed company or issuer to the
Stock Exchange of Thailand only. The Stock Exchange of Thailand has no
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reports or opinions contained in this announcement, and has no liability for any
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clarification regarding this announcement, please directly contact listed
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