BTS Group Holdings Public Company Limited
9.2
Form 56-1 For Fiscal Year 2010
Risk Management Measures
The Company has specified clear and harmonized objectives; both at the organizational and operational level in order for the Company to accomplish its goals using the approved annual budget and available resources. The Company constantly evaluates and manages all risks in line with the current situation. In particular, Management conducts the following actions on a regular basis:
9.3
Regularly arranges meetings for the purpose of evaluating the risks, and their causes, in the business operations; also regularly monitors situations which may trigger the risks in order to establish policies to prevent or minimize such risks.
The Company informs the supervisors of each department of the action plan based on the risk management policy in order for them to convey such information to each employee to ensure the most effective implementation. The Company also monitors the performance of risk management policy implementation.
Management Control Measures
The Company has policy and operational guidelines for Management to ensure that the policies specified by the Management are complied with and communicated to the Company’s employees as follows:
The Company specifies clearly in writing the scope of duties and authorized credit limit of each level of management.
The Company clearly divides the duties and responsibilities into the following three areas (i) approval (ii) booking and recording of the accounting information and (iii) safe keeping of property. These roles are separated in order to ensure the efficiency of cross-checking and monitoring.
The Company has strict and clear measures to govern any transactions entered into with its major shareholders, directors, executives or connected persons. The Company specifies that the related transactions between the Company itself or its subsidiaries and any person who may have a conflict of interest, must be subject to reasonable conditions, normal trading terms or market prices. Such transactions must also be presented to the independent Audit Committee on a quarterly basis in order for them to provide their comment on the rationale of such transactions. In the case of related transactions which are not in accordance with normal trading conditions, it is required that such a transaction must be submitted to the Audit Committee for consideration of its appropriateness, to provide comment on the transaction to the Board of Directors and/or shareholders, as the case may be, for their approval prior to the execution of the transaction. Also, such a transaction can only be approved by persons who do not have a conflict of interest in the transaction, after taking into consideration the benefits to the Company.
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