62 Good Corporate Governance Principles and Code of Business Ethics (Edition 2022) Duties to Prevent Conflict of Interest 28. Oversee and manage any potential conflict of interest amongst the Management, Board of Directors and shareholders. Prevent conflict of interest or impropriety between the Company’s assets and related transactions. 29. Prepare and disclose to the Company securities holding of oneself and related persons. 30. Check, acknowledge, agree and approve related translations according to the criteria established, including disclosure according to SEC and SET announcements. 3.2 Separation of Powers The Board of Directors separates the duty and authority between formulation of governance policy which is its duty, and the daily operation which is the Management’s authority. A Table of Authority, approved by the Board, is instituted as guideline of practice. The Board shall not interfere in the Management or routine business functions under the charge of the President. 3.3 Internal Control and Risk Management (1) Internal Control The Board of Directors has the duty to oversee the Company’s internal control. As such, the Board formulates an internal control policy and entrusts the AC with validating suitability and efficacy of the Internal Control system put in place by the Management to ensure that such system for the Company and subsidiaries are suitable and adequate to safeguard the Company’s assets and shareholders’ equity. An internal audit division is tasked with auditing performance of every single unit. The AC is to evaluate the efficiency and adequacy of internal control, monitor risk management, to mitigate any risks that may impact efforts to achieve business objectives by the Company and subsidiaries.
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