(Translation)

No. Tor Hor. 035/2022

August 10th , 2022

Subject

: Notification of the appointment of Independent Director, Audit Committee Member, Nomination

Committee Member, and Remuneration Committee Member.

Attention

: President

The Stock Exchange of Thailand

Thanulux Public Company Limited ("the Company") announcement the Board of Directors' meeting no.7/2022 on Wednesday 10th August, 2022 has the significant resolutions are as follows:

  1. Approved the appointment of Prof. Dr. Suchatchavee Suwansawas as Independent Director and Audit Committee Member replace the resigned director, effective from August 10th, 2022 onwards.
  2. Approved the appointment of Mr. Vichai Kulsomphob as Nomination Committee Member, and Remuneration Committee Member, effective from August 10th, 2022 onwards.

After the appointment, the Board of Directors, the Audit Committee, the Nomination Committee, and the Remuneration Committee, will be consist in details are as follows:

The Board of Directors:

1.

Mr. Manu

Leelanuwatana

Chairman

2.

Mr. Thamarat

Chokwatana

Vice Chairman

3.

Ms. Dusadee

Soontrontumrong

Director

4.

Ms. Marin

Leelanuwatana

Director

5.

Mr. Suchart

Layluxsiri

Director

6.

Ms. Yupaporn

Jearrakul

Director

7.

Mr. Wasin

Teyateeti

Independent Director

8.

Mr. Maris

Sangiampongsa

Independent Director

9. Prof. Dr. Suchatchavee

Suwansawas

Independent Director

The Audit Committee

1.

Mr. Wasin

Teyateeti

Chairman of the Audit Committee

2.

Mr. Maris

Sangiampongsa

Audit Committee Member

3.

Prof. Dr. Suchatchavee

Suwansawas

Audit Committee Member

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(Translation)

The Nomination Committee

1.

Mr. Manu

Leelanuwatana

Chairman of the Nomination Committee

2. Mr. Thamarat

Chokwatana

Nomination Committee Member

3.

Ms. Marin

Leelanuwatana

Nomination Committee Member

4.

Mr. Vichai

Kulsomphob

Nomination Committee Member and Secretary

The Remuneration Committee

1.

Mr. Thamarat

Chokwatana

Chairman of the Remuneration Committee

2.

Ms. Dusadee

Soontrontumrong

Remuneration Committee Member

3.

Ms. Marin

Leelanuwatana

Remuneration Committee Member

4.

Mr. Vichai

Kulsomphob

Remuneration Committee Member and Secretary

Please be informed accordingly.

Faithfully yours,

Dusadee Soontrontumrong

(Misss Dusadee Soontrontumrong)

Chairman of Executive Committee

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(Translation)

F24-1

Notification Form of Member name and Operation Scope of the Audit Committee

The Board of Directors' Meeting of Thanulux Public Company Limited No. 7/2022 held on August 10th,

2022 resolved the meeting's resolutions in the following manners:

  • Appointment/Renewal:
    • Chairman of the Audit Committee Member of the Audit Committee

(1) Prof. Dr. Suchatchavee

Suwansawas

The appointment/renewal will be effective from August 10th, 2022

The audit committee consists of:

1.

Chairman of the Audit Committee Mr. Wasin Teyateeti remaining term in office

- year 9 months.

2.

Member of the Audit Committee Mr. Maris Sangiampongsa remaining term in office

- year 9 months.

3. Member of the Audit Committee Prof. Dr. Suchatchavee Suwansawas remaining term in office- year 9 months. The Secretary of the Audit Committee, Mr. Woradej Puengsiricharoen

The Chairman of the Audit Committee, Mr. Wasin Teyateeti with adequate knowledge and experience review reliability of the financial statements.

The Audit Committee of the Company has the scope of duties and responsibilities to the Board of Directors as follows:

  1. Review the company's financial statements to ensure that they are accurate and adequate by reviewing the company's major accounting policies, and supervising information disclosure in such manner complying with Thai Financial Reporting Standards.
  2. Review the company's internal control system to ensure that it is suitable and review fraud and corruption prevention and internal audit system to ensure that they are effective.
  3. Review operational independence of the internal audit office; approve, appraise, appoint, transfer, or dismiss the chief of internal audit office or any other office responsible for internal audit operations. Supervise to ensure that chief of internal audit office has sufficient education, experiences, and training, adequate to such internal audit operations.
  4. Grant approval to the Internal Audit Charter.
  5. Grant approval and monitor the progress made in relation to the internal audit plan.
  6. Review to ensure that the company duly follows the laws on securities and stock exchange, the regulations of The Stock Exchange of Thailand, and the laws concerning the company's business operations.

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  1. Review, select, nominate and/or dismiss independent persons to serve as the company auditor, and propose related remuneration. Also take part in joint meeting with the company auditor, in the absence of the management for at least once a year.
  2. Review connected transactions or transactions with possible conflict of interests, to ensure that they follow the laws, the regulations of The Stock Exchange of Thailand, and the notification of The Capital Market Supervisory Board and that they are justified and are of maximum benefits to the company.
  3. Prepare the report by The Audit Committee and disclose it in the company's annual report. Said report requires the signature of the Audit Committee Chairman, and needs to contain at least the following information:
    1. Opinion regarding the accuracy, complete coverage and reliability of the company's financial statements.
    2. Opinion regarding the adequacy of the company's internal control, fraud and corruption and the risk management system.
    3. Opinion regarding the practices in compliance with the laws on securities and stock exchange, the regulations of The Stock Exchange of Thailand, or other laws concerning the company's business operations.
    4. Opinion regarding the suitability of the company auditor and the chief of internal audit office.
    5. Opinion regarding the transaction with possible conflict of interests.
    6. The number of The Audit Committee's meeting and the attendance record of each member.
    7. Overall opinion or comment provided by The Audit Committee out of its practices in accordance with the charter.
    8. Other items deemed to benefit the shareholders and general investors, in accordance with the authority and duty scope assigned by The Board of Directors.
  4. During the course of its duty, should The Audit Committee come across or have any doubt relating to below transactions that they may significantly affect the company's financial position or performances, they are then required to report the matter to The Board of Directors, in order for necessary remedial actions to be taken within the timeframe decided upon by The Audit Committee.
    1. Transaction incurring conflict of interests.
    2. Significant fraud and corruption, irregularity or deficiency within the internal control system.
    3. Breach of laws concerning securities and stock exchange, the regulations of The Stock Exchange of
      Thailand, and other laws concerning the company's business operations.
      In the case where The Board of Directors or the management fail to rectify the items within the timeframe assigned by The Audit Committee, any member of The Audit Committee may report said problems to The Securities and Exchange Commission or The Stock Exchange of Thailand.
  5. Encourage and follow-up to ensure that the company has effective risk management system.
  6. Supervise to ensure that the company has adequate channel to take care of complaints or tips relating to suspicious or improper items contained in the financial statements or fraud and corruption. At the same time, ensure that the company has protective confidential measurement for whistleblower,

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transparency and independence investigation process, and appropriate follow up.

  1. Supervise to ensure that the company implements adequate management system in accordance with the good corporate governance practice.
  2. Review, revise and amend the Audit Committee Charter for further submission to The Board of Directors for approval.
  3. Implement self-appraisal review at least once a year.
  4. Engage in other acts as assigned by The Board of Directors and deemed justified by

The Audit committee in accordance with company regulations and the law. In carrying out its above duties, The Audit Committee is directly responsible to The Board of Directors, who in turn is responsible to the shareholders and general investors.

The Company hereby certifies that

  1. The Audit Committee's members have all qualifications described by the regulations of the Stock Exchange of Thailand.
  2. The above scope of duties and responsibilities of the Audit Committee is in accordance with the regulations of the Stock Exchange of Thailand.

Faithfully Yours,

Dusadee Soontrontumrong

SIGNED ………………………………………. DIRECTOR

( Miss Dusadee Soontrontumrong )

(COMPANY SEAL)

Yupaporn Jearrakul

SIGNED ……………………………………….. DIRECTOR

( Miss Yupaporn Jearrakul )

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Thanulux pcl published this content on 10 August 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 10 August 2022 12:20:41 UTC.