ผู้ลงทุน

ข้อมูลหลักทรัพย์

กราฟภาพรวมตลาด

ราคาหลักทรัพย์

ประกาศ

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Company statement

Invitation to the Annual General Meeting of Shareholders No. 1/2018
On Thursday, April 25, 2019 at 10:00 a.m.

At Bangpoo and Sport Ballroom, No. 191 Moo 3, Bangpoo Industrial Estate, Soi 9, Praksamai Subdistrict Mueang Samut Prakan District, Samut Prakan Province

ดาวน์โหลด .... (Books A, B and C)

If any shareholder wants to send a question before the date of the general meeting of shareholders or ask for additional information

Please contact: arthisit@duro.co.th or panisara@duro.co.th

การกำกับดูแลกิจการ

The Board of Directors has outlined the company's management and controls in accordance with directions prescribed by the Stock Exchange of Thailand which may be summarized as follows:

The Policy of Corporate Governance

The Board of Directors has noted the importance of good governance policy and passed a policy, which emphasizes operational transparency and accountability. Regular disclosure to the public and shareholders has been adopted as general practice of the Company. In addition, the Company adopted strict internal audits and controls in recognition of their importance. With regard to risk management, the Company has closely controlled and managed risk while keeping in mind a good relationship and business ethic towards business partners, shareholders and all concert.

Responsibility of the Board of Directors

Board of Director’s Structure

The company's directors consist of 12 directors as follows:

Executive Directors

2 persons

Non-Executive Directors

6 persons

Independent Directors and Audit Committee

4 persons

The Executive Directors are capable of industry knowledge for a long period of time from the parent company located at Republic of Taiwan. The 4 independent Directors are considered as no conflict of interest and free to express their view and observations in case that the opinion from the Audit Committee is different from the Board of Directors to strike the balance of the Executive Directors. Furthermore, one of the 4 Audit Committee is competent in financial and accounting background and fully understands the company’s business and its respective financial report.

1

Audit Committee
The Company has appointed an audit committee in 3 years’ term, consisting entirely of Independent Directors on 31 December 2018 as follows:
No. Name - Last Name Position
1 Mr. HSIAO, CHIN-LUNG The Chairman of the Audit Committee
2 Ms. SYUAN WEN Audit Committee
3 Mr. MONSIAM SINWORAPONG Audit Committee
4 Mr. PORNTHEP SURATROONGROJKIT Audit Committee

All audit committee members has requisite qualification under relevant SET rules and guidelines, The Audit Committee meets and reports to the Board of Directors on following matters:

  • To review financial reports before submitting them to the Board of Directors
  • To coordinate with internal auditors on report of internal controls assessments.
  • To review transactions that involves conflicts of interests.
  • To contemplate the risk management.

2

Role and Responsibility of the Board of Directors

The Board of Directors is responsible according to Good Corporate Governance Policy for the company's financial reports and performs the financial projection in accordance with the accounting standard, the financial information. In addition, the Board of Directors obtains help from audit committee and internal control unit to supervise inspect the internal control system whereby the members of audit committee are prohibited to be management team and must be independent.

In addition, the Board of Director also emphasizes on the importance of efficient operation as well as the risk management taking the best interests of shareholders into consideration.


3

Leadership and vision

The board of director is eligible to endorse the vision, business goal and mission including the company budget. In addition, the boards of director’s duties are to supervise the management team to conduct the business as set out in the company’s policy with accountability and integrity to achieve the target. Furthermore, the board of director recognizes the importance of the internal control system and internal audit to ensure the business conducted in productivity and efficient manner including the prudent risk management for the best interests of shareholders.


4

Business Ethics

The board of director and management team has cultivated the business ethics for every employee to comply with integrity and be responsible to all stakeholders, shareholders and all concerned parties to build the organizational culture in relation to business ethics which are made accountable and recognizable for general public.


5

Conflict of Interest

The company has given the policy to manage the conflict of interest with caution and transparency of which the transactions are to be proposed to the board of director for consideration. The connected party is not eligible to cast the vote to ensure the fairness and best interests of the company. The company will comply with the rules and regulations set forth by the Stock Exchange of Thailand and disclosure the information with sufficiency, accurateness containing the value of the transaction, the parties involved with further disclosure to be conducted in the annual report.


6

Internal control system and Internal audit

The company has its own functional internal audit department to have duties to examine the business operation and important financial activities to ensure the proper conduct in accordance with the guideline and procedure set forth by the company. The company has established its own internal audit and continuously improved the functionality to ensure that the procedural system is conducted in productivity and efficiency manner with periodical monitoring system. The monitoring system includes the examination of the procedure for implementation. On the contrary, the inspected department will be given the evaluation and recommendation feedback to improve the auditing and monitoring procedure including the modernization of IT system.

The Committee has scheduled meetings for an entire year and will meet every 3 months. Unplanned meeting can conduct as necessary. Chairman or a director will specify meeting agenda in advance. The meeting invitation, meeting agendas, and other attachments will be send to the directors 7 days in advance, in order for directors’ preparations.