Page 35 - Annual report eng 2019

Tycoons Worldwide Group (Thailand) Plc.

Terms of Directorship
The term of directorship is three years. Each year, one third of the directors will complete
their terms. In 2019, the followings directors retire by rotation and re-elect to return to the
office.

The Annual General Shareholders’ Meeting 2019, the number of directors who will retire by
rotation in year 2019 is 2 persons consisting of Director Ms. Hwang, Feng-Mei, Independent
Director Mr. Jirawat Huang. Chairman of the Board propose the re-election of the directors,
to serve the position of director for another term.

Board of Directors’ Meeting
The Board of Directors sets the meeting schedule of entire year in advance. The meeting
is usually convened quarterly unless irregular meeting is needed. The chairman or designated
director ensures that all directors receive all relevant documents prior to the meeting so that
they have sufficient time to study all the issues before attending the meeting or casting their
votes. The given documents must be clear, analytical and sufficient of recommendation.

There were 7 times meetings held in 2019. Please see the attendance record of directors.
Name Position Time of
Attendance
1. Ms. Lu, Yen-Chuan Chairman of Board 0/7
2. Mr. Huang, Wen-Sung Director 2/7
3. Mr. Natthawat Thanapinyanun Director 7/7
4. Ms. Hwang, Feng-Mei Director 7/7
5. Mr. Surabhon Kwanchaithunya Independent Director 7/7
6. Mr. Jirawat Huang Independent Director 7/7
7. Mr. Phiphat Wangphichit Independent Director 7/7

Scope and Responsibility of the Board
The Board of Directors has set a clear scope of responsibility of the board of directors
(refer to page 27-32), which is followed strictly by the board in 2019.
.
Internal Control/Audit System
The company has developed the internal control system to monitor and audit the area
including finance and operation to ensure that they comply with the law and regulations. It would
provide the balancing mechanism for the company to protect the shareholders’ investment and
the company asset. The company established internal auditing unit to audit and ensure that all
departments are operated in accordance with the regulations, and moreover to assess the
efficiency of the auditing work. The board of directors ensured that the internal auditing unit is
independent and can serve as balancing mechanism. In 2019, the internal auditor has presented
the report on the efficiency of the control system to the board of audit committee and board of
directors for review.

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