Page 270 - CRC_One Report 2021_EN

Business Overview and Performance Corporate Governance Financial Statements Enclosure

(5) Risk Management Guideline 5: The Board of Directors should focus and
promote innovation that creates value for the Company
The Company has defined proper risk management system while benefiting clients, other stakeholders, society and
and procedures to appropriately reduce the impact towards the environment. Furthermore, the Board of Directors
the Company’s business. Its Risk Policy Committee will set should ensure that management allocates and
the comprehensive internal and external risk management manages resources efficiently and effectively throughout
policy, consistent to the business’ strategies and directions all aspects to enable the Company to sustainable
and submit for approval to the Board of Directors. achieve its objectives and main goals.

(6) The Committee’s Report Guideline 6: Ensure that the Company has effective
and appropriate risk management system and internal
The Audit Committee has the duty in reviewing control to achieve the corporate objectives effectively
the financial statements with the Accounting Department and compliance with related laws and standards.
and the auditor and then proposes to the Board of Moreover, the Board of Directors will manage the conflict
Directors on a quarterly basis. The Board of Directors of interest between the Company, the management,
is accountable for the financial statements of the Board members or shareholders that may arise,
the Company and its subsidiaries and the financial and prevent the misuse of the Company’s properties,
information disclosed in the annual report. information and opportunities, and transactions with
related parties in inappropriate manners.
3. The Board of Directors’ Guideline
Guideline 7: In order to ensure the disclosure and
Guideline 1: Recognize the duties and responsibilities financial integrity, the Board of Directors should make sure
of the Board of Directors as the organizational leader that the financial reporting system and major information
who creates sustainable values to the business, disclosure are conducted accurately, sufficiently, in a timely
understand the roles and recognize the responsibilities manner and consistent with applicable regulations,
of the leader to ensure the good corporate management standards and guidelines. Furthermore, the Board
and govern the business to create values sustainably. of Directors should monitor the Company’s financial
liquidity and solvency and arrange mitigation plan
Guideline 2: Set and manage the main objectives for the event that the Company faces or tend to have
and goals for sustainability, which are consistent with financial difficulties.
the value creation for the corporation, customers,
stakeholders and the whole society. Guideline 8: To support the engagement and
communication with shareholders, the Board of Directors
Guideline 3: Be responsible in setting and reviewing will ensure that the shareholders are given opportunity
the structure of the Board of Directors regarding the size, to participate in the Company’s important decisions.
proportion of proper independent directors necessary
in leading the organization to achieve the objectives 4. The Board Meeting and
and goals, as well as ensuring the transparency and Self-Evaluation
clear director selection and nomination for qualified and
efficient Board members. The Board of Directors shall meet at least quarterly or
more frequently as it deems necessary. The meeting
Guideline 4: The Board of Directors should ensure that agendas are clearly set in advance and the agenda
the Company has effective human resources management to follow-up the business operation is regularly fixed.
and development programs to guarantee that The corporate secretary prepares and informs all directors
the Company has ample staffs with proper knowledge, of the meeting schedules in advance. The Company
skills, experiences and motivation. Also, the Board of sends notice of the meeting along with agenda items
Directors should make sure that the succession plan and relevant documents to all directors no less than
for the CEO and senior executives, the appropriate seven (7) days prior to the meeting date, except in
remuneration structure and the performance evaluation urgent cases. Minutes of meetings are recorded, certified,
are in place.

270 Annual Report 2021 (Form 56-1 One-Report)