Good corporate governance is a crucial foundation of a stable business growth in a long run, thereby affecting the Company’s credibility and stakeholders’ confidence in the Company. The Board of Directors, therefore, performs a major role in governing business to meet the Company’s objectives legally and ethically according to the regulations, policies and principles of good governance, and to be responsible for the stakeholders, society and environment. As such, efficient corporate governance is an important mechanism and process that would lead the Company towards a genuinely sustainable organization.
In 2021 the Company’s Board of Directors consisted of seven members, two of which being executive directors, one being non-executive director and four independent directors. The independent directors accounted for 57.14% of total Board members. All directors passed the selection process based on legal qualification and criteria specified by the Office of the Securities and Exchange Commission (SEC). The Nomination & Remuneration Committee has determined selection criteria and process in order to procure the Board of Directors with diverse qualification, knowledge, capability and experiences according to the Skill Matrix to efficiently govern the Company and to maximize benefit to the firm and all groups of stakeholders.
Background and information of the Board of Directors, please see 56-1 One Report 2021, Corporate Governance Structure section
The Board of Directors held meetings to follow up on performance and improve the efficiency of corporate governance mechanisms. This year, the Board of Directors approved the revision of the “Corporate Governance Policy” to take into account the Charter of the newly established Risk Management Committee (Please see 56-1 One Report, “Report of Corporate Governance”)
Thriving for good corporate governance efficiency, the Board of Directors conducts an annual performance assessment every year by using the self-assessment form of the Stock Exchange of Thailand. The assessment consists of the evaluation of the Board of Directors' performance as a group, by sub-committee and individual directors. The results and suggestions obtained from the evaluation will be used for improving the operation in corporate governance in order to maximize benefits of the Company and its stakeholders.
The Company supports capability development of the Board of Directors by encouraging them to participate in both national and regional training and activities in order to utilize knowledge and experience earned for the benefit of the Company. In 2021, Mr. Viboon Kromadit, Director and Chief Marketing Officer, attended the training on “Corporate Governance and Anti-Corruption” by Thai Institute of Directors; IOD.
Two meetings of the Board of Directors were held to follow up on the Company’s sustainable development activities. The Chairman of AMATA’s Sustainable Development Committee reported progress of various activities to the Board of Directors in order to acknowledge and seek advice on sustainability topics management and to determine the Sustainability Corporate Goals and KPIs which are used as key performance indicators of the Company’s leaders and top executives in addition to financial KPIs.
Moreover, three meetings of the sub-committee to consider sustainable performance were held, i.e. two meetings of the Corporate Governance Committee and one meeting of the Risk Management Committee. The Chairman of AMATA’s Sustainable Development Committee reported results of materiality determination process to the Corporate Governance Committee in order to seek advice and to consider management approaches on each strategic priority. The material topics which are related to economic, social and environmental risks were reported to the Risk Management Committee in order to select and determine the enterprise risks accordingly