August 11, 2022

Subject : Notification of the renewal of the Audit Committee and approval for a conversion of debt to equity of Latex Systems Public Company Limited (Revised)

To :President,

The Stock Exchange of Thailand

Attachments : Information Concerning Acquisition of Assets and Connected Transaction

The Board of Directors' Meeting No.4/2022 of Thai Rubber Latex Group Public Company Limited ("the Company") held on August 8, 2022 has resolved as follows:

1. The renewal of the Audit Committee to replace expired directors.

- Mr. Surabhon Kwunchaithunya

Audit Committee

Effective since August 11, 2022

2. Approval for a conversion of debt to equity of Latex Systems Public Company Limited According to the resolution of the Board meeting, the Board approved the Company to enter

into the transaction of conversion of loan at the amount of not over than Baht 111,110,000 (one hundred eleven million one hundred and ten thousand) to newly issued ordinary shares of Latex Systems Public Company Limited not exceeding 222,220,000 (two hundred twenty-two million two hundred and twenty thousand) shares at the price of Baht 0.50 (Satang 50) per share which equivalent to the total price of not over than Baht 111,110,000 (one hundred eleven million one hundred and ten thousand). Please refer to Information Concerning Acquisition of Assets and Connected Transaction for further information.

Please be informed accordingly,

Truly yours,

(Mr. Pattarapol Wongsasuthikul)

Chief Executive Officer

F 24-1

Form to Report on Names of Members and Scope of Work of the Audit Committee

The Board of Directors meeting of Thai Rubber Latex Group Public Company Limited No.4/2565 held on 11 August 2022 resolved the meeting's resolutions in the following manners:

  • Appointment of the audit committee/Renewal for the term of audit committee:

Chairman of the audit committee

Member of the audit committee

As follows:

  • 1. Mr.Surabhon Kwunchaithunya

  • the appointment/renewal of which shall take an effect as of 11 August 2022

Determination/Change in the scope of duties and responsibilities of the audit committee with

the following details:

-

…………………………………………………………………………………………………………………

……………, the determination/change of which shall take an effect as of ………-……………

The audit committee is consisted of:

1.

Chairman of the audit committee

Mr. Yayong Tawarorit

remaining term in office 1 year(s) 6 month(s)

2.

Member of the audit committee

Dr. Sompop Rangubtook

remaining term in office 9 month(s)

3.

Member of the audit committee

Mr. Surabhon Kwunchaithunya remaining term in office 2 year(s)

Secretary of the audit committee : Mr. Prawit Waraprateep

Enclosed hereto is 1 copies of the certificate and biography of the audit committee. The audit committee number(s) 1, 3 has/have adequate expertise and experience to review creditability of the financial reports.

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The audit committee of the company has the scope of duties and responsibilities to the Board of Director on the following matters:

  1. 1. The Internal Control and Internal Audit

  2. To Review that the company has accurate, complete, reliable financial reports and adequate information disclosure.
  3. To Review that the company has an internal control system. The risk management system and the internal audit system are adequate, appropriate and effective
  4. To Review ensure compliance with the good corporate governance policy and business ethics appropriately and effectively.
  5. To Review that the company to comply with the law on securities and exchange, regulations of the Stock Exchange . Or laws related to the company's business
  6. To Consider the appointment of an auditor and terminate the company's auditor and propose the auditor's remuneration
  7. To Considering the connected transactions in accordance with the laws and regulations of the Stock Exchange of Thailand to ensure that they are reasonable and beneficial to the Company.
  8. To Supervise that the performance of the internal audit department at the policy level. And the operation of the internal audit By considering approving the card rules Independence Including the scope and audit plan of the internal audit department
  9. To Consider the appointment, transfer and termination of the head of the Internal Audit Department. Including jointly assessing the performance of the head of the internal audit department and approving the remuneration of the internal audit staff. As considered by Chief Executive of the Company
  10. To Consider and review the audit results and recommendations of both the auditor and the internal audit department. Including following up to ensure The management has proceeded sufficiently with the said recommendation. Effective And within a reasonable time
  11. The audit committee can invite executives. Or employees of related companies to report Or present information to attend meetings or submit documents as deemed relevant and necessary

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  1. The audit committee can seek advice from outside advisers. Or professional experts regarding the performance of the audit The company is responsible for expenses according to the company's regulations.
  2. To Review and amend the Audit Committee Charter at least once a year. Or as necessary to be up to date and suitable to the environment of the organization and present to the Board of Directors for approval.
  3. To prepare the report of the Audit Committee. Which contains information And the opinion of the audit committee in various fields Disclosed in the annual report of the company The said report must be signed by the Chairman of the Audit Committee.
  4. To perform any other tasks as assigned by the Board of Directors with the approval of the audit committee. In this regard, management has a duty to report or present relevant information and documents to the Audit Committee in order to support the operations of the Audit Committee to achieve its assigned duties.
    2. The Financial Statement Reports and Disclosure of Information
  1. The Audit Committee organizes or calls a meeting as it deems appropriate. At least four times a year and have the power to call additional meetings as needed. And the quorum consists of not less than half of the audit committee
  2. All directors should attend every meeting. Unless there is a necessity, the chairman of the audit committee should be informed at least 3 days in advance.
  3. The Chairman of the Audit Committee shall preside over the meeting in the event that the Chairman of the Audit Committee is not present at the meeting or is in a necessary task. The Audit Committee members present at the meeting shall elect one of their members to be the chairman of the meeting.
  4. The Specific meetings with management or internal auditors or auditors Must be provided regularly At least once a year
  5. The Inspect can be done by holding a majority. The Audit Committee who has any interest in the matter considered. Must not participate in expressing opinions and voting on such matters If the votes are equal, the chairperson of the meeting shall have an additional vote as a casting vote.

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    1. Deliver the meeting invitation not less than 7 days before the meeting. Unless necessary or urgent Can notify the meeting by other methods or set the meeting date earlier The Secretary of the Audit Committee shall record the minutes of the meeting.
  1. The Auditor
    1. To consider the selection or discharge, an offer of remuneration, and a proposal to appoint a person who has independence in order to be the Company's auditor.
    2. To attend the meeting with an auditor, without the presence of the Management Team, at least one time per year.
    3. To recommend that an auditor review or check necessary and important transactions during the

Company's account audits.

  1. The Compliance with stipulations and the Law
    1. To Check that the Company complies with the law, regulations of the Stock Exchange of Thailand, or rules and regulations of the public agencies.
    2. To review evidence when raising doubts about any transactions or actions which may violate the law, or regulations of the Stock Exchange of Thailand, or rules and regulations of the public agencies which may affect the Company's financial status and operational performance significantly.
  2. The Risk Management

To review the risk management system

6. The Regulation of Performance of the Subsidiaries and Associated Companies

To cooperate with the Audit Committee of the subsidiaries and associates companies, and request that the Internal Audit Division provides summarized reports on results of auditing the business of every subsidiary and associated company for the Audit Committee's acknowledgement.

7. The Corporate Governance

To regulate and review the internal control related to the Good Corporate Governance and measures against corruption.

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Thai Rubber Latex Corporation (Thailand) pcl published this content on 16 August 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 16 August 2022 14:33:02 UTC.