Page 61 - TYCONS - ANNUAL REPORT 2022

Tycoons Worldwide Group (Thailand) Plc.

6. Policy of corporate social responsibilities

Policy of corporate governance of the Company please refer to our website
(www.tycons.com) corporate governance of Investor Relations page.

6.1 Overview of the Policy and Corporate Governance Practice Guidelines

6.1.1 Policy Responsibilities of the Board

1. Leadership and vision
The Board of Directors plays a role in setting the company’s goal, mission of the
company, and budget, and moreover oversees the company operation in response to its
goal. The Board of Directors also makes comments on the internal control and audit system
along with manage the risk to maximize the company’s profitability.

2. Risk Management
The Board of Directors adopted a risk management system for all material and
controllable risk which is related to the company’s business objective, business strategy,
finance, production and operation. Risk management is carried out on the basis of
probability that an identified risk may materialize and the likely impact of it on the business
may be presented. In response to that, clear preventive and mitigation measures must be
established and the systems to assess monitor and report on risks shall be set up.
Management of the company is responsible for regularly reporting to the Audit Committee
and the Board on its operation plans and performance.

3. Independence and Impartiality of Directors
The Board of Directors shall perform its duty and exercise its discretion
independently from the Management and major shareholders. Each director has the duty
and independence to ask questions, express opinions or make objection and vote as he or
she sees fit in relation to all matters affecting the interests of the Company, shareholders
or stakeholders.

4. Qualifications of Directors
The Board of Directors shall consist of various qualities including age, profession,
and knowledge which are beneficial for the company operation and can bring about fresh
perspective. Directors must be prepared to give adequate time and effort to perform their
duties to the fullest extent with high ethical standard.

5. Qualifications of Audit Committee / Independent Directors
The Board of Directors shall ensure that the qualifications of independent directors
are in line with the Stock Exchange of Thailand’s requirements as follows:

1. Holding shares of no more than five percent of the paid-up registered capital
of the Company, spaffiliated companies, associated companies or other related companies.
This shall include shares held by related persons.

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