TFEX

25 Nov 2025 19:21

Appointment of Directors in Replacement of Resigned Directors and Appointment of Sub-Committee Members

Product IRPC Source IRPC
Full Detailed News
Change of director/Executive New election The date of board's resolution/submit : 25-Nov-2025 news Director Name : Miss Piyawan Lamkitcha Position in company (1) : Director Effective Date (1) : 26-Nov-2025 Position in company (2) : Member of the Corporate Governance and Sustainability Committee Effective Date (2) : 26-Nov-2025 ______________________________________________________________________ Change of director/Executive New election Director Name : Miss Phannalin Mahawongtikul Position in company (1) : Director Effective Date (1) : 26-Nov-2025 Position in company (2) : Member of the Risk Management Committee Effective Date (2) : 26-Nov-2025 ______________________________________________________________________ Change of director/Executive New election Director Name : Mr. Chintapun Dansubutra Position in company (1) : Independent Director Effective Date (1) : 26-Nov-2025 Position in company (2) : Member of the Risk Management Committee Effective Date (2) : 26-Nov-2025 ______________________________________________________________________ Change of director/Executive New election Director Name : Miss Vena Limsawasdi Position in company (1) : Independent Director Effective Date (1) : 26-Nov-2025 Position in company (2) : Member of the Audit Committee Effective Date (2) : 26-Nov-2025 ______________________________________________________________________ More detail : IRPC Public Company Limited (the "Company") would like to inform you that at the Board of Directors' Meeting No. 15/2025 on November 25, 2025, passed significant resolutions as follows: 1. Approved the appointment of Directors, replacing resigned director as follows: 1.1 Miss Piyawan Lamkitcha Director, replacing Dr. Pornchai Thiraveja 1.2 Miss Phannalin Mahawongtikul Director, replacing Pol. Lt. Gen. Sopnarush Singhajaru 1.3 Mr. Chintapun Dansubutra Independent Director, replacing Professor Bundhit Eua-arporn, Ph.D. 1.4 Miss Vena Limsawasdi Independent Director, replacing Mr. Somchai Rungsrithananon 2. Approved the appointment of Sub-Committee Members, replacing vacant positions or as additional members as follows: 2.1 The Audit Committee; comprising 3 members: (1) Mr. Yordchatr Tasarika (Independent Director) Chairman of the Committee (existing) (2) M.D. Korn Pongjitdham (Independent Director) Member (newly appointed) (3) Miss Vena Limsawasdi (Independent Director) Member (newly appointed) 2.2 The Nomination and Remuneration Committee; comprising 3 members: (1) General Aittipol Suwannarat (Independent Director) Chairman of the Committee (existing) (2) Dr. Khanapoj Joemrith (Independent Director) Member (existing) (3) Dr. Rosaya Teinwan Member (existing) 2.3 The Corporate Governance and Sustainability Committee; comprising 4 members: (1) Dr. Phirun Saiyasitpanich (Independent Director) Chairman of the Committee (existing) (2) Dr. Komol Buaket Member (existing) (3) Mr. Rattikool Piyavongwanich Member (existing) (4) Miss Piyawan Lamkitcha Member (newly appointed) 2.4 The Risk Management Committee; comprising 4 members: (1) Dr. Buranin Rattanasombat Chairman of the Committee (newly appointed) (2) Mr. Chintapun Dansubutra (Independent Director) Member (newly appointed) (3) Miss Phannalin Mahawongtikul Member (newly appointed) (4) Mr. Terdkiat Prommool Member (existing) ______________________________________________________________________ Form to Report on Names of Members and Scope of Work of the Audit Committee (F24-1) The scope of duties and responsibilities of The Audit Committee Determination/Change in the scope of duties and responsibilities of the Audit Committee with the following details : 1. Review the Company's financial reports to meet accounting standards with correctness and sufficiency. 2. Review the adequacy and effectiveness of internal control system and internal audit of the Company including considering independency of Internal Audit. Consider, appoint, transfer, or dismiss the head of the Internal Audit. 3. Consider the scope of auditing and auditing plans of the Internal Audit including the sufficiency of internal audit budget, and resources. 4. Review the Company's compliance with the securities and stock exchange law, rules and regulations of the Stock Exchange of Thailand or any other laws applicable to the Company's business. 5. Review the effectiveness and sufficiency of the risk management process. 6. Consider, select and propose an appointment of an external auditor, including its fee, or recommend the dismissal of the external auditor due to lack of ability dereliction or malpractice, as well as to attend a non-management meeting with an auditor at least once a year. 7. Review the connected transactions, or any transactions which may have conflict of interest so as to comply with regulations and requirements of the Stock Exchange of Thailand as well as to ensure that such transactions are reasonable and of highest interest of the Company. 8. Prepare the audit committee report and disclose it in Company's annual report. Such audit committee report shall be signed by chairman of Audit Committee shall consist of the following details; - Opinion of the accuracy and reliability on the financial report. - Opinion of the adequacy on Company's internal control. - Opinion of the compliance with laws on securities and stock exchange, requirements of Stock Exchange of Thailand or any other laws applicable to the Company's business. - Opinion of the suitability on the external auditors. - Opinion of any transaction which may have conflict of interest. - The number of meetings of the Audit Committee and the number of attendances by the Audit Committee members. - Opinion or recommendation on the performance in accordance with the charter by the Audit Committee. - Any other things which shareholders and general investors should know under the scopes, duties and responsibilities assigned by the Board of Directors. 9. Performs other tasks as assigned by the Board of Directors with the agreement of the Audit Committee. The Audit Committee is responsible directly to the Board of Directors in accordance with the duties and responsibilities assigned to them. Additionally, the Board of Directors is also responsible to third parties for the operation of the Company as well. 10. Other duties - Seek competent advice or assistance from any independent consultant or expert when necessary, the costs and expenses of such services or invitations shall be on the Company's account. - Possess the authority to have access to the Company's information from the management, employees and relevant persons. - Review and revise the Audit Committee Charter at least once a year to ensure its efficiency and comply with the expectations of the Board of Directors. The revised charter must be presented to the Board of Directors for consideration and approval. - Inquire the management and external auditors to report the significant financial statement. - Receive adequate information about the Company's overall performance as well as sufficient and regular training relevant to perform the Audit Committee's duties. 11. Review the self-evaluation and all relevant reference documents regarding the Company's anti-fraud and anti-corruption policy according to the Thai Private Sector Corrective Action against Corruption (CAC). 12. Receive complaints and tips regarding the whistleblowing system and report suspicious behavior or issues concerning fraud or corruption to the Board of Directors. The Determination/Change of which shall : 25-Sep-2025 take an effect as of The Audit Committee is consisted of No : 1 Audit Committee's Position : CHAIRMAN OF THE AUDIT COMMITTEE Full Name : Mr.YORDCHATR TASARIKA Remaining term in office (year) : 3 Year No : 2 Audit Committee's Position : Member of the Audit Committee Full Name : MissVena Limsawasdi Remaining term in office (year) : 1 Year No : 3 Audit Committee's Position : Member of the Audit Committee Full Name : M.D.Korn Pongjitdham Remaining term in office (year) : 1 Year No : 4 Audit Committee's Position : SECRETARY OF THE AUDIT COMMITTEE Full Name : MissPhureeon Thanyapaphaphol Remaining term in office (year) : Number of copies of the certificate and : 1 biography of the audit committee (persons) The order of audit committee number(s) that has/have adequate expertise and experience to review creditability of the financial reports. : 1-3 ______________________________________________________________________ The company hereby certifies that the information above is correct and complete. Signature _________________ ( Mr.TERDKIAT PROMMOOL ) President and Chief Executive Officer Authorized person to disclose information ______________________________________________________________________ This announcement was prepared and disseminated by listed company or issuer through the electronic system which is provided for the purpose of dissemination of the information and related documents of listed company or issuer to the Stock Exchange of Thailand only. The Stock Exchange of Thailand has no responsibility for the correctness and completeness of any statements, figures, reports or opinions contained in this announcement, and has no liability for any losses and damages in any cases. In case you have any inquiries or clarification regarding this announcement, please directly contact listed company or issuer who made this announcement. If you would like to see the full details of this information, please click view "full details" in attached file.