Authorities of the Executive Committee

The Executive Committee has authorities to approve the following matters

• The establishment of new subsidiaries with registered capital not more than Baht 800 million;
• The acquisition by CPF or subsidiaries
  • Purchase or acquisition of investment in shares or equity of any juristic person, where the value is not exceed Baht 800 million except any matters that are required by law, or relevant regulations, to be approved by the Board of Directors, or at a shareholders’ meeting of CPF or its subsidiaries;
  • Merger or acquisition in terms of assets acquisition where the value is not exceed Baht 800 million;
  • Investment or shareholding restructuring within the group by means of sale and purchase of shares or businesses or merger within the group;
• Capital Expenditure
  • Capital expenditure of CPF or subsidiaries, where the value of the project is more than Baht 100 million but not exceed Baht 800 million;
  • Capital expenditure of CPF or subsidiaries already approved, where the value of the project is more than Baht 100 million but not exceed Baht 800 million and the expenditure is 10% over the approved budget
  • The transactions requiring registration with Land Office, i.e.
    • (c1)    Purchase or be transferred immovable properties according to the capital expenditure approved by the Board of Directors or Executive Committee, as the case may be;
    • (c2)    Sell or transfer immovable properties as approved by the Board of Directors or Executive Committee, as the case may be;
    • (c3)    Lease or let immovable properties which is ordinary course of business or supporting ordinary course of business;
• Treasury and Accounting
  • Accept trade finance / working capital facilities between CPF and commercial banks;
  • Provide or accept long-term financial assistance between CPF and its subsidiaries;
  • Sell or write-off any fixed assets of CPF or its subsidiaries, where the book value of such fixed assets is more than Baht 100 million but not exceed Baht 800 million;
• Personnel
  • Appointment of directors of subsidiaries and associates, according to the principles approved by the Board of Directors
  • Human resource development plan and succession plan, appointment and rotation, performance assessment criteria, determination and adjustment of salary and other benefit of Chief Operating Officer and Head of Business Unit level;
• Governance
  • Annual compliance plan for the group;
  • The issue of consolidated and separate financial statement for the year and quarter of CPF;
  • The appointment of representative to attend shareholders’ meeting of direct subsidiaries.

Primary Responsibilities of the Executive Committe

(1)    To scrutinize the following matters before they are submitted to the Board of Directors of CPF or subsidiaries or sub-committees (as the case may be) for approval

           (a)    Corporate strategies, goals & long-term business plan and annual budgets of the group;
           (b)    Purchase or acquisition of investment in shares or equity of any juristic person, where the value is more than Baht 800 million except any matters that are required by law, or relevant regulations, to be approved by the                           Board of Directors, or at a shareholders’ meeting of CPF or its subsidiaries;
           (c)    Merger or acquisition in terms of assets acquisition where the value is more than Baht 800 million;
           (d)    The capital expenditure of CPF or its subsidiaries, where the value of the project is more than Baht 800 million;
           (e)    Sell or write-off any fixed assets of CPF or its subsidiaries, where the book value of such fixed assets is more than Baht 800 million;
           (f)    Propose the qualified person to be appointed as the CEO of CPF;
           (g)    Annual risk management plan for the group;

(2)    To monitor the the following matters performed by management team 
           (a)    The performance according to the goal, long-term business plan and annual budget of CPF or its subsidiaries ;
           (b)    The progress of investment project and its actual performance compared to the budget of each project;
           (c)    The progress of human resources development plan;

(3)    To conduct an annual evaluation of the performance of the top management;
(4)    To report matters which approved by Executive Committee as assigned by the Board of Directors;
(5)    To perform any other tasks as requested by the Board of Directors.