Page 49 - TICON Industrial Connection Public Company Limited : : Annual Report 2014 EN
P. 49
Management Statement of Directors Certification of the
Shareholding Corporate Internal Control and Connected Discussion Responsibilities Concerning Financial Accuracy of Auditors
Key Risks Structure Management Governance Risk Management Transactions and Analysis the Companys Financial Report Statements Remuneration
13. Directors shall refrain from securities trading during periods when they are in possession of
material information not yet disclosed to the public, which might affect the share price.
Directors shall also not disclose such information to outsiders. Directors are aware of the
penalties regarding misuse of such information.
14. Ensure that the management team treats all stakeholders with ethics and equitability.
15. Review the Company s Good Corporate Governance Policy constantly.
16. Setting out and effectively oversees the anti-corruption system to ensure the management
team awareness and attention to the anti-corruption scheme; embed organizational
anti-corruption culture.
17. Comply with the anti-corruption measures and punish when noncompliance occurs.
18. Appoint the Company Secretary to take care of the Boards and the Company s activities
such as the Board of Directors meeting and the shareholders meeting, also assist the
directors and the Company in performing their duties as required by laws and related rules
and regulations from time to time. Moreover, the Company Secretary is accountable for
supporting the directors and the Company in disclosing all information accurately,
completely, transparently, and providing in a timely manner.
19. Report the Company s performance to shareholders meetings and via the Company s
annual report.
20. Provide easy-to-access channels that are appropriate for shareholders.
21. Board self-assessment and the Managing Director s performance evaluation should be
conduct regularly, at least annually, to be used as a framework for reviewing the
performance to enhance its effectiveness. The result should be disclosed in the Company s
annual report. Moreover, the Managing Director s remuneration should be evaluated
according to own performance.
22. Seek professional opinions from external to make comments or give advice on the
Company s operations with the Company s expense as necessary.
Appointment of the Board members
The candidates of the Board s members are nominated by the Nomination Committee.
The appointment is subject to the Articles of Association, which are in compliance with the
Public Limited Company Act, the terms of which are as follows:
49
Annual Report 2014
Shareholding Corporate Internal Control and Connected Discussion Responsibilities Concerning Financial Accuracy of Auditors
Key Risks Structure Management Governance Risk Management Transactions and Analysis the Companys Financial Report Statements Remuneration
13. Directors shall refrain from securities trading during periods when they are in possession of
material information not yet disclosed to the public, which might affect the share price.
Directors shall also not disclose such information to outsiders. Directors are aware of the
penalties regarding misuse of such information.
14. Ensure that the management team treats all stakeholders with ethics and equitability.
15. Review the Company s Good Corporate Governance Policy constantly.
16. Setting out and effectively oversees the anti-corruption system to ensure the management
team awareness and attention to the anti-corruption scheme; embed organizational
anti-corruption culture.
17. Comply with the anti-corruption measures and punish when noncompliance occurs.
18. Appoint the Company Secretary to take care of the Boards and the Company s activities
such as the Board of Directors meeting and the shareholders meeting, also assist the
directors and the Company in performing their duties as required by laws and related rules
and regulations from time to time. Moreover, the Company Secretary is accountable for
supporting the directors and the Company in disclosing all information accurately,
completely, transparently, and providing in a timely manner.
19. Report the Company s performance to shareholders meetings and via the Company s
annual report.
20. Provide easy-to-access channels that are appropriate for shareholders.
21. Board self-assessment and the Managing Director s performance evaluation should be
conduct regularly, at least annually, to be used as a framework for reviewing the
performance to enhance its effectiveness. The result should be disclosed in the Company s
annual report. Moreover, the Managing Director s remuneration should be evaluated
according to own performance.
22. Seek professional opinions from external to make comments or give advice on the
Company s operations with the Company s expense as necessary.
Appointment of the Board members
The candidates of the Board s members are nominated by the Nomination Committee.
The appointment is subject to the Articles of Association, which are in compliance with the
Public Limited Company Act, the terms of which are as follows:
49
Annual Report 2014