BGH : Annual Report 2010

Page 12

Report of the Audit Committee Dear Shareholders of Bangkok Dusit Medical Services PCL., The Board of Directors of Bangkok Dusit Medical Services Public Company Limited appointed the Audit Committee, which is comprised of 3 independent directors, namely Professor emeritus Santasiri Sornmani, M.D. as Chairman of the Audit Committee and Mr. Sripop Sarasas and Mr. Somchai Sujjapongse as members of the Committee. The main duties and responsibilities of the Audit Committee are to ensure that the Company’s financial statements are in accordance with accounting standards and have accurate and sufficient disclosure, ensure that the Company has an internal audit system, evaluate the risks and ensure suitable and efficient risk controls, ensure compliance with related regulations and laws, as well as mitigate conflicts of interest between the Company and related persons. In 2010, the Audit Committee held meetings a total of 6 times to carry out duties as assigned, the most important being: 1. Review the financial statements of the Company and subsidiaries, before presentation to the Board of Directors, as reviewed and explained by the auditor and executive management. The Audit Committee is of the opinion and belief that the aforementioned financial statements were prepared according to accounting standards with accurate and complete disclosure of important facts. 2. Consider and nominate the auditor from Ernst & Young Office Company Limited and the annual auditing fee to the Board of Directors for further approval by the Shareholders’ Meeting. 3. Consider approving the annual audit plan, review internal audit procedures, which are a part of the Company’s management policy, and provide written approval on the internal audit process to be used as a guideline according to international standards. 4. Consider transactions with related persons, disclosure of transactions with related persons and ensure that acquisitions or sales of assets are in compliance with regulations and laws. 5. Consider and hear the internal audit report from the internal auditors by engaging an internal audit company that is licensed by the Office of the Securities and Exchange Commission. The internal auditors carried out the audit according to the importance of the risks as evaluated. The Audit Committee provided suggestions to the Board of Directors and executive management on good corporate governance and internal controls. In addition, the Committee gave importance to suitable arrangement of the Shareholders’ meeting according to the guidelines of the Stock Exchange of Thailand, compliance with laws, regulations and practices, and efficiency in risk evaluation and risk mitigation of the various departments and the organization. The Committee is of the opinion that the internal control system is suitable and sufficient in risk mitigation in accordance with the policies and strategies of the Company. The Audit Committee has carried out the duties as assigned with care for the benefit of the Company, the Shareholders and all stakeholders.

(Professor emeritus Santasiri Sornmani, M.D.) Chairman of the Audit Committee


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