62
Annual Report
2015
Roles and responsibilities
of the Board
Roles and responsibilities
of the president
Set SET’s strategic policies and direction. Monitor the
management’s operations to ensure effective implementation
in compliance with rules and regulations
Approve the strategic plan, budget and manpower plan
Appoint the SET president and top executives
Ensure effective and reliable accounting, financial reporting,
internal control, internal audit, CG and risk management
systems
Assign and delegate authority to the management
appropriately to efficient operation, with decent internal control
The SET president holds the highest executive position
responsible for managing SET’s business in compliance with
the policies, strategic goals, rules and regulations, as well
as the Board’s decisions.
Report the progress of SET operations according to SET’s
strategic plan, as well as SET’s performance to the Board
quarterly
For external affairs, the SET president, as SET’s representative,
may delegate certain individual to act on his / her behalf,
by following the rules and regulations set by the BoG.
Roles and responsibilities of the Board of Governors
Vision, mission, strategic plan
The BoG endorses the development of SET’s vision,
mission, goals and business direction. The BoG approves the
strategic plan, corporate key performance indicators (Corporate
KPI) and monitors the supervision of operations to ensure
effective implementation of its plans within budget. The BoG
evaluates and adjusts business plans in response to market
changes. The management reports progress on operations and
business outcomes to the BoG every quarter.
In 2015, the BoG reviewed and provided inputs to the SET
management in preparing the strategic plan, business goals, and
short-term and long-term corporate KPIs, in line with SET’s
vision and mission finalized in 2012.
Assignments and separation of the Board and
management
Separation of the BoG and the president
SET has clearly separated the BoG’s role in monitoring
policy, action and decision of corporate governance from those
day-to-day operations of the management. The chairman is an
independent non-executive director, not the same person as
the president and has no relationship with management. The
roles of chairman and the president are separate. As a leader,
the chairman plays a key role in policy decision-making, with
supports and suggestions to the management, not intervening
in any routine activity under the president’s responsibilities.
The SET BoG has approved the guidelines to facilitate
flexible and effective operations, under effective internal control
and reporting system. The BoG has approved the procedures
for delegation of authority at various levels, with clear approval
framework and process. Some key areas are:
For fixed assets and operating expenditures within the
budget approved by the Board. Expenditure over THB
2 million must be submitted to the BoG for approval.
For purchase or procurements of products or services over
THB 10 million must be submitted to the BoG for approval.
The purchase or procurement over THB 5 million must be
reported to the BoG quarterly.
Authorities, duties and responsibilities of the BoG
Chairman
1. Convene the BoG meetings
2. Chair the BoG meetings. In case of a tie, the chairman
will have a casting vote
3. Open up opportunities and encourage all governors to take
part in the BoG work and activities
4. Support the Board’s self-assessment and evaluation
processes continuously
5. Co-ordinate with and provide support to the SET president
to enhance effectiveness and efficiency