CHARTER
Company Secretary
The scope of duties and responsibilities of the Company Secretary
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To prepare and filed the following documents:
- Board of Directors Register.
- Invitation to the Board Meetings, Board Meeting Reports, reports on directors’ and management’s conflict of interest, and Form 56-1 One Report of the Company.
- Invitation to Shareholders' Meetings and Shareholders' Meeting Reports.
- To filed the records of the connected transaction reports by directors or management and provide copies of such reports to the Chairman of the Board and the Audit Committee Chairman within seven (7) working days from the date the Company receives the reports.
- To establish the disclosures documents and evidences filing and retention system to ensure that such documents or evidence are kept correctly and completely and can be verified for a period of not less than five (5) years from the date of document or information disclosed.
- Provide information for the proposal at Shareholders' Meetings.
- Financial Statement and performance of the Company or other reports required to be disclosed under Sections 56, 57, 58, or 199 of the Securities and Exchange Act.
- The Company's comments when there are shareholders' tender offers for the Company's shares.
- Provide information or other reports related to activities that the Company prepares for disclosure to shareholders or the public as stipulated by the Capital Market Supervisory Board.
- To perform other duties as announced by the Capital Market Supervisory Board.
- To perform fiduciary duties with caution, integrity, and honesty, in accordance with the law, the Company's objectives, the Company's regulations, Board resolutions, and Shareholders' Meeting resolutions, and do not act in a manner that conflicts with or undermines the significant interests and the anti-corruption policy of the Company.
- To perform duties with responsibility and caution, as if you were a diligent person
carrying out a business, under similar circumstances, by:
- Making decisions with the belief in the utmost benefit of the Company as a priority.
- Making decisions based on information believed to be sufficient and honest.
- Making decisions without conflict of interest, directly or indirectly, in the matter being decided.
The retention of documents and evidences above includes
electronic or other systems that allow access without changing the content.
In case the Company Secretary resigns or cannot perform duties,
the Board of Directors shall appoint a new Company Secretary within ninety (90) days from
the date the former Company Secretary vacates the position or is unable to perform duties.
