31 October 2002
NAMES OF MEMBERS&SCOPE OF PERFORMANCE OF THE AUDIT COMMITTEE
F 24-3
Form for Report on Names of Members and Scope of Performance
of the Audit Committee
The board of directors meeting of Electricity Generating Public company Limited.
Company No. 7/2002 held on October 28, 2002 passed resolutions appointing
Mr.Worawit Khamkanist as Member of the Audit Committee and improving Scope of
Performance
therefore,
1. at November 1, 2002
Names of members of the Audit Committee are as follows :
Remaining terms
of holding office
Chairman of the Audit Committee Mr.Aswin Kongsiri 1 year 8 months
Member of the Audit Committee Mr.Chaipat Sahasakul 1 year 8 months
Member of the Audit Committee Mr.Worawit Khamkanist 1 year 8 months
Secretary to the Audit Committee Ms. Jutatip Mahavera
Certificates and Resumes of 1 member of the Audit Committee are attached hereto.
2. at October 28, 2002
The Audit Committee of the Company has the scope of duties and responsibilities, and
shall report to the board of directors on:
Duties
1. Review the accuracy and adequacy of EGCO's financial reporting.
2. Consider the accuracy and adequacy of EGCO's disclosure on related-party
transactions or any transactions that may cause conflict of interest.
3. Monitor EGCO's compliance with Securities and Exchange Acts and Regulations
of the SET, and any other laws relevant to the EGCO's business.
4. Recommend the Board of Directors the external auditing firm as well as the audit
fees for appointment by the shareholders to audit EGCO's financial statements.
5. Review the appropriateness and effectiveness of internal control systems and
internal audit functions.
6. Review the Internal Audit Charter prior to submit to the Board of Directors for
approval.
7. Review the internal audit function, including:
- The independence of internal audit division.
- The appropriateness of scope of work, audit plan as well as budget and
personnel.
- The reporting obligation.
8. Review and endorse the performance, appointment and termination of internal
auditors and the chief of internal audit division.
9. Review the rewarding and punishment of internal auditors and the chief of internal
audit division.
10. Review with Management the EGCO's policy on risk management and its
adequacy.
11. Review or modify code of conduct prior to submit to the Board of Directors for
review.
12. Review with Management the methodology to encourage compliance with
EGCO's code of ethic
13. Review with Management the preparation of Management's Discussion and
Analysis or MD&A and its disclosure on Annual Report.
14. Review the Audit Committee Charter at least annually.
15. Report Audit Committee's activities to Board of Directors.
16. Prepare a report that describes the Audit Committee's activities and
responsibilities. This report shall be signed by the Chairman of the Audit
Committee and published in the annual report to the shareholders.
17. Perform any other act as assigned by the Board of Directors with approval by the
Audit Committee.
Responsibilities
In performing duties under this Charter, the Audit Committee is directly responsible to
the Board of Directors, whereas the full Board of Directors remains responsible to
third persons for the operations of EGCO.
Authority
1. Invite EGCO's Directors, management or staffs to consider certain matters related
to the business of EGCO, its subsidiaries and its joint venture companies and
projects within the scope of the Audit Committee's duties and responsibilities.
2. Seek any information from independent professional advisors as deem necessary at
EGCO's expense.
3. Direct and supervise an investigation into any matter as deemed necessary to
accomplish the Audit Committee responsibilities.
The Company hereby certifies that the aforementioned members meet all the
qualifications prescribed by the Stock Exchange of Thailand.
Signature _______________________ Director
(Mr.Worawit Khamkanist)
(Seal)
Signature _______________________ Director and President
(Mr.Kraisi Karnasuta)