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The BoG endorses the SET’s vision, mission, goals and business direction. The BoG approves the strategic plan,

corporate KPIs and monitors the supervision of operations to ensure that the organization meets its goals.

Composition of the Board of Governors

The structure of the BoG adheres to the Securities and

Exchange Act, consisting of five governors appointed by

the Securities and Exchange Commission (SEC), five

elected at a SET members’ meeting, and the SET president

appointed by the ten previously-appointed governors.

Currently, the BoG is comprised of 11 members with

various experiences, expertise and skills that are useful

to SET. The service term of every governor, except the

SET president, is two years. Each governor may be

re-appointed for a maximum of two consecutive terms.

The SET president’s term is four years and he/she can

to be re-appointed.

Independence from management

SET has clearly separated the BoG’s role in monitoring

policies, actions and decisions to be independent of their

day-to-day responsibilities. SET defines that the “Chairman”

is an independent non-executive director, not the same

person as the “SET President” and must not have any

relation to management in order to maintain a balance of

power. This system of checks and balances assures that

there is no person with absolute power who can cause

an ineffective internal control system, lack of transparency,

or obstruct an investigation.

Board meetings

Meetings are scheduled on a monthly and quarterly basis

in advance for the whole year. The BoG is informed of the

meeting schedule for the coming year at the Board meeting

in December, so that governors and executives are given

ample notice and can effectively attend as many meetings

as possible.

The chairman presides over the meeting, ensuring that

there is enough time available for management to

present issues and other matters to the BoG for their

prudent consideration, including full and open discussion.

In 2015, the BoG met 18 times, with an average attendance

rate of 91%.

The SET Board of Governors

Meeting attendance rate of

the Board of Governors in 2015

%

91

The Board of Governors

Number

Gender

Independence from

Management

Male

Female

Executive Non-executive

(1) Appointed by the Securities and

Exchange Commission (SEC)

5

4

1

-

5

(2) Elected by SET member companies

5

4

1

-

5

(3) The SET President

1

-

1

1

-

Total

11

8

3

1

10

Sustainability management