23 April 2008
Name of Members and Scope of Performance of AC
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 No.
3/2008_ held
on April 21, 2008 passed resolutions appointing Mr. Chaipat Sahasakul the
Chairman of the
Audit Committee therefore, on April 21, 2008.
1. Names of members of the Audit Committee are as follows :
Remaining terms of holding office
Chairman of the Audit Committee Mr. Chaipat Sahasakul 2 years
Member of the Audit Committee Mrs. Wattanee Phanachet 1
year 8 months
Member of the Audit Committee Mr. Somphot Kanchanaporn 2
years 9 months
Secretary of the Audit Committee Mrs. Jutatip Mahavera
Certificates and Resumes of _1 Chairman of the Audit Committee are
attached hereto.
2. The Audit Committee of the Company has the scope of duties and
responsibilities, and shall report to the board of directors on:
1. Review the accuracy of EGCO's financial reporting and the adequacy of
the disclosure.
2. Review the appropriateness and effectiveness of internal control
systems, management control and internal audit functions.
3. Monitor EGCO's compliance with Securities and Exchange Acts and
Regulations of the SET, and any other laws relevant to 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. Consider the accuracy and adequacy of EGCO's disclosure on related-party
transactions or any transactions that may cause conflict of interest.
6. Review the Internal Audit Charter prior to submitting to the Board of
Directors for approval.
7. Approve the internal audit plan as well as budget and personnel.
8. Review the internal audit function, including: independence of internal
audit division and reporting obligation.
9. Approve the appointment, rotation, removal and performance appraisal of
the Chief Internal Audit.
10. Review or modify code of conduct prior to submission to the Board of
Directors for consideration.
11. Review with Management the methodology to encourage compliance with
EGCO's code of conduct
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12. Review with Management the preparation of Management's Discussion and
Analysis
or MD&A and its disclosure on Annual Report.
13. Review with the Management the risk management policy, the practice
compliance
with such policy, as well as EGCO's risk management guidelines.
14. 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.
15. Direct and supervise an investigation into any matter as deemed
necessary to
accomplish the Committee's responsibility.
16. Review the Audit Committee Charter at least annually.
17. Perform any other act as assigned by the Board of Directors with
approval of the Audit
Committee.
Reference to the above responsibilities, the Committee is accountable to
EGCO Board of Directors whereas the Board of Directors remains responsible to
third persons for the operation of the Company.
3. Reporting
1. The Committee shall report its activities to the Board of Directors at
every Board meeting.
2. Report to the Board of Directors for corrective actions within the
time deemed appropriate in case there are suspiciousness on any transactions
or activities that would materially impact on financial position and results
of operation of the Company's transactions or activities, including the
transaction which causes conflict of interest, fraud or irregularity or
material defect of internal control system and the breach of the Securities
and Exchange Acts, SET Regulations or laws relating to business of the Company.
If the Board of Directors or Management fails to make rectification within
the period of time under the first paragraph, any committee member may report
the occurrence of a transaction or an act under the first paragraph to the
Office of the Securities and Exchange Commission or the Stock Exchange of
Thailand.
The Company hereby certifies that the aforementioned members meet all the
qualifications prescribed by the Stock Exchange of Thailand.
(Seal) Signature ___________________President
(Mr.Visit Akaravinak)