Contents Organizational Direction Organization Structure Code of Ethics Practice by and Manpower Expressway Authority 2 of Thailand 26 Message from the Chairman 37 of the Board of Directors EXAT’s Executives EXAT’s Corporate Governance 3 28 Reinforcement Guidelines Financial Overview Executive’s Profile 38 and Remuneration 4 Management Structure 34 of the Expressway Authority Important Financial of Thailand’s Board of Directors Information Personnel Development 41 5 36 Committees EXAT’s Board of Directors and Sub-Committees 6 42
Audit Committee Report EXAT’s Performance on Auditor’s Report Corporate Social Responsibility 71 95 82 Performance Analysis Financial Statements Business Conditions, 73 Plans and Strategies 101 Risk Management 85 Notes to the Financial Statement 76 EXAT’s Operation under 107 the Official Information Internal Control Act B.E. 2540 (1997) Significant Statistics of Expressway Usage 78 91 126 Research and Development Report of the Board Result of Expressway Service of Directors’ Responsibility Expressway System Map 79 for the Financial Report 132 94
Organizational Direction Vision Development of the expressway to provide good and worthwhile services, with convenience, fastness, sustainable safety. Mission 1. To provide expressway development in accordance with required standards and safety. 2. To provide innovative and valuable services. 3. To manage its assets efficiently in order to enhance expressway operation potentiality and social benefits. 4. To develop management and investment system to add organizational values. Strategic Issues Strategy 1 : Extend the network and provide sustainable service. Strategy 2 : Make maximum use of the assets. Strategy 3 : Build sustainability for society, communities and the environment. Strategy 4 : Make EXAT an organization of the future. 2
Message from the Chairman Annual Report 2020 Expressway Authority of Thailand of the Board of Directors of Expressway Authority of Thailand In 2020, Expressway Authority of Thailand starts alternation to secure progressiveness supported by the government, Ministry of Transport, the public at large and travelers. Thereby, we can transform to be “the happy Expressway.” So far, we have witnessed happiness and smiles among our travelers for free traveling during the public holidays and long weekend allowed for them by the government, the Ministry of Transport (MOT) and all of us, the personnel of Expressway Authority of Thailand. Moreover, during the critical COVID-19 situation we also participate with all government agencies to promote social activities for mask given to our officials and employees, passengers including donation to medical and charity organizations and personnel. This specifically identifies our intention to be real partnership with all Thai people. We also prepare and develop our organization toward the cashless society plus new models of EASY PASS services to increase more effective approaches. More importantly, we are now in the era to introduce how technical approach and innovation can permanently solve the facing problems at tollgates leading to the M-Flow system development jointly with our partners who provide Motor Ways and Concession highways as a mean to study and try the Multi-Lane Free Flow. Then we will top up by integration with the available information from the Department of Land Transportation (DLT) toward possible payment by the car registration signs to enable traffic convenience and reduce wasteful energy consumption caused by traffic getting stuck at the tollgate permanently. Accordingly, the Organization shall handle personnel welfare plans alongside the aforementioned innovation focusing on how to ensure resource contribution as well as skillful ability to promote and maintain environmental safety and friendliness while developing efficiency of the EXAT Network to better serve the travelers in the future. Therefore, collaboration from all relevant sectors is the factor to drive and create our organization toward well recognition for both the outcomes and excellent people caretaking. (Mr. Sorapong Paitoonphong) Chairman of the Board of Directors of Expressway Authority of Thailand 3
Financial Overview Unit : Million Baht Change Increase (Decrease) Item 2020 2019 Amount Percentage Operating results (For the year ending on 30 September) Total income 15,991.21 18,620.15 (2,628.94) (14.12) 11,918.09 (2,347.84) (19.70) Total expenditure 9,570.25 6,702.06 (4.19) (281.10) Comprehensive income 6,420.96 (1.80) (6.54) Financial status (As of 30 September) 2.74 Total assets 240,499.98 244,920.40 (4,420.42) (14.52) 119,960.36 (7,841.38) (4.08) Total liabilities 112,118.98 124,960.04 3,420.96 (9.38) 45.28 Equity 128,381.00 (35.80) (14.29) Financial ratio (11.67) (2.48) Current ratio Times 1.06 1.24 (0.18) 10.79 0.49 (0.02) (12.54) Debt to total asset ratio Times 0.47 0.96 (0.09) (6.80) 2.65 1.20 (14.20) Debt to equity ratio Times 0.87 1.62 (0.58) 0.077 (0.01) Interest coverage Times 3.85 0.060 (0.01) 47.90 (1.19) Interest and principal coverage Times 1.04 45.86 4.95 3.03 (0.38) Fixed asset turnover Times 0.066 5.44 (0.37) 11,344.17 (1,610.61) Total asset turnover Times 0.053 Operating profit margin % 46.71 Net profit margin % 50.81 Return on assets (ROA) % 2.65 Return on equity % 5.07 EBIDA Million baht 9,733.56 Source : Accounting Division, Treasury and Accounting Department as of September 30, 2020 4
Important Financial Information Annual Report 2020 Expressway Authority of Thailand Financial position 2018 2019 Unit : Million Baht 6,917.19 19,960.10 Current assets 2020 % increase (decrease) (8.00) 188.56 9,955.28 Non-current assets 190,087.12 189,002.86 % increase (decrease) (50.12) Other non-current assets (0.65) (0.57) 190,914.26 % increase (decrease) 216.44 35,957.44 Total assets (54.18) 16,513.12 1.01 % increase (decrease) 197,220.75 244,920.40 39,630.44 Total liabilities (1.06) % increase (decrease) 75,562.77 24.19 10.21 Equity (4.79) 119,960.36 240,499.98 % increase (decrease) 121,657.98 Total liabilities and equity 58.76 (1.80) % increase (decrease) 1.41 124,960.04 112,118.98 197,220.75 2.71 (6.54) (1.06) 244,920.40 128,381.00 24.19 2.74 240,499.98 (1.80) Operating results 2018 2019 2020 17,597.08 18,620.15 15,991.21 Total income % increase (decrease) 0.24 5.81 (14.12) Total expenses 11,798.62 11,918.09 9,570.25 % increase (decrease) Comprehensive income 47.19 1.01 (19.70) % increase (decrease) 5,798.46 6,702.06 6,420.96 (39.22) 15.58 (4.19) Financial ratio 2018 2019 2020 0.66 1.24 1.06 Current asset to current debt ratio (times) 0.38 0.49 0.47 Total debt to total asset ratio (times) 0.62 0.96 0.87 Total debt to equity ratio (times) 2.92 3.03 2.65 % Return on total assets (average) 4.80 5.44 5.07 % Return on equity (average) Source : Accounting Division, Treasury and Accounting Department as of September 30, 2020 5
EXAT’s Board of Directors Expressway Authority of Thailand 6
Mr. Sorapong Paitoonphong Annual Report 2020 Expressway Authority of Thailand Chairman of the Board of Directors Expressway Authority of Thailand Date of Birth • Director of the central office of the Permanent Secretary for Transport on capacity of secretary of August 10, 1972 management administration • Head of the Office of the Minister, Ministry of Transport Educational Background • Assistant to Permanent Secretary, Ministry of Transport : Plans and Budgets division as well as Bachelor’s Degree aggregator responsible for public relations, media Bachelor of Political Science, Chiang Mai University clarification for the Ministry of Transport and Master’s Degree formulate the development strategy of investment Master of Political Science, University of Kent planning of the Ministry of Transport in all regions at Canterbury, United Kingdom of the country by attending the Minster and Deputy Minister of Transport on governmental visits Work Records • Deputy Spokesperson for the Ministry of Transport • Head of the Office of Cooperation Services between • International Administration, academic operational the Thai Government and People’s Republic of transport executive, International Division, Office of China on railway system development, taking part the Permanent Secretary of Transport as negotiator with the People’s Republic of China • Analyst of Policy and Plan Analysis Office of the in the construction of high-speed rail projects Transport Policy and Planning and Traffic, responsible for analysing large investment projects Position • Official Duty reporting to the Office of the Minister, Ministry of Transport Director General, Department of Rail Transport • Governmental services in Transport and Traffic Development reporting to the Office of Policy and Plan Insignia of Transport and Traffic with significant performance in the development of transportation and traffic systems • Knight Commander (Second Class) of the Most Noble and macro planning as follows : Order of the Crown of Thailand 1) Master Plan of Rail Mass Transit in Bangkok • Knight Commander (Second Class) of the Most Metropolitan and its perimeter Exalted Order of the White Elephant 2) Master Plan for the development of the national • Knight Grand Cross (First Class) of the Most Exalted double-track and high-speed rail system Order of the White Elephant 3) Rapid infrastructure investment plan of the State Railway of Thailand Director’s Direct/Indirect Shareholding 4) Infrastructure investment plan to build the future of Thailand (investment plan of 2 trillion baht) None 7
Mr. Surong Bulakul Chairman of the Board of Directors Expressway Authority of Thailand Date of Birth • Director, Sakari Resources Ltd. (Republic of Singapore) • Director/Nomination and Remuneration Committee, September 15, 1955 IRPC Public Company Limited • Chief Operating Officer, Infrastructure Business, Educational Background PPT Public Company Limited • Director, the Federation of Thai Industries Bachelor’s Degree • Director, Federation of Thai Capital Market Organizations Bachelor of Science in Industrial Engineering and Operations • President, Thai Listed Companies Association Research, Syracuse University, New York, USA • Advisor, PTT Public Company Limited Master’s Degree • Director, Inuoe Rubber (Thailand) Public Company Limited • Master of Engineering in Operations Research, • Chairman of the Board, Sakari Resources Ltd. Cornell University, USA (Republic of Singapore) • Master of Business Administration, Cornell University, USA • Director, Provincial Electricity Authority Degree • Director, 24M Technologies, Inc. (United States of America) Diploma of National Defense College, The Joint State- • Director, Bangkok Industrial Gas Co., Ltd. Private Sector Course, Class 4919, National Defense College • Vice President, The Thai Chamber of Commerce of Thailand • Advisor, Thai Listed Companies Association Diploma • Advisor, the Office of the Securities and Exchange • Director Certification Program (DCP 121/2009), Commission Thai Institute of Directors (IOD) • Director, Tiger Energy Trading Pte. Ltd., • Program for Management Development, Republic of Singapore Harvard University, Boston, USA • Chairman of the Board, Global Power Synergy • Democratic Politic Course for Executives, Class 8, Public Company Limited King Prajadhipok’s Institute • Advanced Management Course (CMA), Class 10, Position Capital Market Academy • Advanced Justice Management Course (JTI), Class 15, • Expert Committee, Institute for Justice of Thailand College of Justice, Judicial Training Institute (Public Organization) • Thai Intelligent Investors Course, Class 1, • Independent Director, National ITMX Co., Ltd. Thai Investors Association • Director, Provincial Electricity Authority of Thailand • Advanced Management Course on Energy Technology (TEA), Class 2, Thailand Energy Academy Insignia • Leadership Development Program (LDP), Class 2, Thai Listed Companies Association • Commander (Third Class) of the Most Noble Order of the Crown of Thailand Work Records • Knight Commander (Second Class) of the Most Noble Order of the Crown of Thailand • Chief Executive Officer, Thai Oil Public Company Limited • Chief Financial Officer, PTT Public Company Limited Director’s Direct/Indirect Shareholding • President, Port Authority of Thailand None 8
Ms. Chunhachit Sungmai Annual Report 2020 Expressway Authority of Thailand Member representing Ministry of Finance Date of Birth Work Records October 27, 1961 • Inspector General, Ministry of Finance • Advisor for Fiscal System Development Educational Background • Deputy Director- General of the Comptroller General’s Department Bachelor’s Degree • Director of the Bureau of Public Procurement Standards Bachelor of Economics (Finance), Thammasat University Master’s Degree Position • Master of Business Administration, Chulalongkorn University Inspector General, Ministry of Finance • Postgraduate Diploma in Information Management (University of Strathclyde), United Kingdom Insignia Diploma • Capital Market Academy (CMA) Class 29 • Knight Grand Cordon (Special Class) of the Most Noble • Anti-Corruption Strategy High-Level Executive Class 8 Order of the Crown of Thailand • Senior Executive on Justice Administration Class7 • Knight Grand Cross (First Class) of the Most Exalted • Thailand National Defence College Class 56 Order of the White Elephant • Justice Administration Course for High Level Executive • The Chakrabarti Mala Medal Class 17 • Senior Executive : Visionary Leader Program Class 45 Director’s Direct/Indirect Shareholding None 9
Mr. Warothai Kosolpisitkul Member Representing Ministry of Finance Date of Birth • Executive Director of the Tax Policy Bureau, Fiscal Policy Office, Ministry of Finance August 18, 1968 • Executive Director of Bureau of Financial Inclusion Policy, Fiscal Policy Office, Ministry of Finance Educational Background • Macroeconomics Expert, Fiscal Policy Office, Ministry of Finance Bachelor’s Degree • Senior Advisor to Executive Director, World Bank Bachelor of Economics (Finance and Public Finance), at Washington D.C. Chulalongkorn University • Committee, PTT International Trading Pte. Ltd. Master’s Degree • Committee, National Film Commission M.A. in Economics (Econometrics), University of Memphis, • Committee, Petroleum Committee, Ministry of Energy USA • Committee, Energy Planning and Policy Committee, Doctoral Degree Energy Policy and Planning Office, Ministry of Energy Doctor of Economics and Social Science, University of Innsbruck, Austria (Australian Government Scholarship) Position Diploma • Advanced Management Course, Class 24 (CMA 24), Fiscal Policy Advisor (Expert Economist), Capital Market Academy Fiscal Policy Office, Ministry of Finance • CLMVT Banker’s Leadership Program (2017) • Director Certification Program (DCP 242/2017), Other Current Positions Thai Institute of Directors (IOD) • Advanced Executive Course, Class 15/2014, • Bank Director, and Risk Management Committee Member, Office of the Civil Service Commission (OCSC) EXIM BANK • Comparative Tax Policy and Administration (COMTAX), • Director, NEP Realty and Industry Public Company Limited Harvard Kennedy School of Government, USA • Advisor to the Sub-Committee for Considering and Studying • Advanced Certificate Course in Public Administration Promotion and Problem Solving Measure in Policy Relating and Law for Executives, Class 10/2012, College of Politics to Thai Merchant Marine, National Legislative Assembly and Governance, King Prajadhipok’s Institute • Executive Development Program (EDP) Class 3/2003, Insignia Thai Listed Companies Association Knight Grand Cross (First Class) of the Most Exalted Order Work Records of the White Elephant • Deputy Director-General, Fiscal Policy Office, Director’s Direct/Indirect Shareholding Ministry of Finance None 10
Mr. Sarawut Songsivilai Annual Report 2020 Expressway Authority of Thailand Member Representing Ministry of Transport Date of Birth • Director, Strategy and Maintenance Planning Group, Office of Road Maintenance September 15, 1964 • Director General of Highway 8 (Nakorn Ratchasima) Department of Highways Educational Background • Deputy Director-General, Department of Highways (Academic) Bachelor’s Degree • Deputy Director-General, Department of Highways Bachelor of Engineering (Civil Engineering), (Highway Maintenance) Chulalongkorn University • Inspector General, Ministry of Transport Master’s Degree • Director of the Office of Transport and Traffic Policy Master of Engineering (Transportation), and Planning Chulalongkorn University • Director-General of the Department of Rail Transport Diploma • Senior Executive Program Class 3 Position • Senior Executive Development Program • National Defence College Course Class 57 Director-General, Department of Highways Work Records Insignia • Civil Engineer, Planning Department, • Knight Grand Cross (First Class) of the Most Noble Order Maintenance Division of the Crown of Thailand • Head of the Northeast Region Road, • The Chakrabarti Mala Medal Maintenance Administration Office • Knight Grand Cross (First Class) of the Most Exalted • Director, Contractor Standard Section (Contractor Order of the White Elephant Registration) • Director of Thonburi Road Maintenance Office Director’s Direct/Indirect Shareholding (Road District) • Director of Bangkok Highway District None 11
Mr. Sommai Lakananurak Member Representing Budget Bureau Date of Birth Work Records November 5, 1960 • Budget Analyst (Specialist) • Budget Analyst (Expert level) Educational Background • Director of the Bureau of Economic Budgeting 3 • Advisor, Bureau of the Budget Bachelor’s Degree Bachelor of Arts (Political Science), Position Ramkamhaeng University Master’s Degree Deputy Director, the Bureau of the Budget Master of Development Administration, Department of Public Administration, National Institute of Development Insignia Administration Diploma • Knight Grand Cordon (Special Class) of the Most Noble • National Defence College, Ministry of Defence Order of the Crown of Thailand • Senior Executive, Class 82, Office of the Civil Service • Knight Grand Cross (First Class) of the Most Exalted Commission Order of the White Elephant • Knight Grand Cross (First Class) of the Most Noble Order of the Crown of Thailand Director’s Direct/Indirect Shareholding None 12
Mr. Prayong Thangcharoen Annual Report 2020 Expressway Authority of Thailand Member Representing Budget Bureau Date of Birth Work Records January 13, 1960 • Budget Analyst (Expert Level) • Director, Budgeting Strategic Division Educational Background • Advisor, Budget Bureau (Expert Budget Analyst) Bachelor’s Degree Position Bachelor of Political Science (Public Administration), Thammasat University Deputy Director, Bureau of the Budget Master’s Degree Master of Arts (Public Administration), Insignia National Institute of Development Administration Knight Grand Cross (First Class) of the Most Exalted Order of the White Elephant Director’s Direct/Indirect Shareholding None 13
Mr. Anek Meemongkol Member Representing Office of the National Economic and Social Development Board Date of Birth • Plan and Policy Analyst 5, Infrastructure Division, NESDC • Plan and Policy Analyst 6, Infrastructure Division, NESDC March 25, 1963 • Plan and Policy Analyst 7, Infrastructure Division, NESDC • Plan and Policy Analyst 8 Vor, Infrastructure Division, Educational Background NESDC • Director, Southern Region Economic and Social Bachelor’s Degree Development Office, NESDC Bachelor of Economics, Thammasat University • Plan and Policy Advisor, NESDC Master’s Degree Master of Business Administration, Position Illinois Institute of Technology, USA Diploma Deputy Secretary General of the National Economic Diploma of National Defence College, the National and Social Development Board Defence Course, Class 59, National Defence College of Thailand Insignia Work Records Knight Grand Cross (First Class) of the Most Noble Order of the Crown of Thailand • Economist 3, National Energy Office, Ministry of Science and Technology Director’s Direct/Indirect Shareholding • Plan and Policy Analyst 3, Infrastructure Division, NESDC • Plan and Policy Analyst 4, Infrastructure Division, NESDC None 14
Pol. Lt. Gen. Sompong Chingduang Annual Report 2020 Expressway Authority of Thailand Member Representing Royal Thai Police Date of Birth • Advanced Executive Course, Capital Market Academy (CMA), Class 19 January 27, 1963 • Advanced Executive in Political Development Management Course (Metropolitan), Class 4 Educational Background • Advanced Political and Electoral Development Course (APED), Class 6 Bachelor’s Degree • Advanced Mass Media Executive Course, Class 6 Bachelor of Public Administration, Royal Thai Police Cadet Academy Work Records Master’s Degree Master of Arts Program, National Institute of Development • Commander of Protection and Crowd Control Division Administration • Commander of Mae Hong Son Provincial Station Diploma • Deputy Commander of Provincial Station Region 5 • Superintendent Course, Class 45 • Deputy Commander of Narcotics Suppression Bureau • Advanced Police Management, Class 29 (APM) • Deputy Commander of Metropolitan Police Bureau • General Staff of Police Course, Class 15 • Commander of Border Patrol Police Bureau • Financial and Fiscal Management Program for Senior Executive (FME), Class 1 Position • Advanced Governing Executive (AGE), Class 48 • Political Leadership in the New Era Course, Class 4, Commander of Immigration Bureau King Prajadhipok’s Institute • The National Defence Course (NDC), Class 55 Insignia • Promotion of Peaceful Society Course (PPS), Class 1, King Prajadhipok’s Institute Knight Grand Cross (First Class) of the Most Exalted Order • Course on Energy Technology (TEA), Class 12 of the White Elephant Director’s Direct/Indirect Shareholding None 15
Rear Admiral Suvin Jangyodsuk Qualified Member Date of Birth • Commander of the Royal Sukhothai, First Frigate Fleet, Royal Thai Fleet June 8, 1965 • Commander of HTMS Chakri Naruebet, Helicopter Fleet, Royal Thai Fleet Educational Background • Chief of Staff of the Navy Commander • Assistant to Royal Navy Ambassador (Thai/Washington) Bachelor’s Degree • Commander of the River Fleet, Royal Thai Fleet Bachelor of 5-year Academic, Royal Thai Naval Academy Master’s Degree Position Master of Arts (Political Science), Ramkamhaeng University Diploma Commander, Bangkok Naval Base • International Principle Warfare Officer, United Kingdom of Great Britain and Northern Ireland Insignia • Naval Course, Junior Officer’s Academy • Chief of Staff RTN Course of the Navy Chief • Companion (Fourth Class) of the Most Noble Order of Staff Academy of the Crown of Thailand • Surface Warfare Department Head Operations Specialty • Companion (Fourth Class) of the Most Exalted Order International and Surface Warfare Officer Advanced of the White Elephant Ship Handling / Surface Warfare Officer School • Commander (Third Class) of the Most Noble Order Command Newport, USA of the Crown of Thailand • Administration and Budget Course, Office of the Royal • The Chakra Mala Medal Thai Navy Comptroller • Commander (Third Class) of the Most Exalted Order • Naval Academy Course, Advanced Naval Education of the White Elephant Department • Knight Commander (Second Class) of the Most Noble • National Defence College Course, Commonwealth Order of the Crown of Thailand of Australia • The Silver Medal (Seventh Class) of the Direkgunabhorn • National Defence Course for Joint State-Private Sector, • Knight Commander (Second Class) of the Most Exalted National Defence College of Thailand (Class 61) Order of the White Elephant • Knight Grand Cross (First Class) of the Most Noble Order Work Records of the Crown of Thailand • Commander of the Royal Navy Pinklao, First Frigate Director’s Direct/Indirect Shareholding Fleet, Royal Thai Fleet None 16
Mr. Jessada Promjart Annual Report 2020 Expressway Authority of Thailand Qualified Member Date of Birth • Director, Chu Kai Public Company Limited • Independent Director and Audit Committee Member, August 7, 1961 Nation Broadcasting Corporation Public Company Limited • Regulatory Committee, Joint Venture Agreement on Color Educational Background Television Business between MCOT Public Company Limited and Bangkok Entertainment Company Limited Bachelor’s Degree • Regulatory Committee, Agreement on Utilization of Bachelor of Accounting, Thammasat University Shopping Center at Phaholyothin Triangle between State Master’s Degree Railway of Thailand and Central Inter Patthana Co., Ltd. Master of Accounting, Thammasat University • Audit Committee Member, Chulabhorn Royal Academy, Diploma Chulabhorn Hospital • Corporate Governance for Director and Senior Executive • Management Committee, Construction of Extension, of State Enterprises and Public Organization, Class 14, Chulabhorn Hospital and Chulabhorn Medical Institute King Prajadhipok’s Institute • Director and Chief Executive Officer (CEO), • Ethical Leadership Program (ELP), Class 5/2016, Chu Kai Public Company Limited Thai Institute of Directors (IOD) • Deputy Chairman, Seed MCOT Co., Ltd. • Public Administration and Public Law, Class 12, • Executive Vice President and Chief Financial Officer (CFO), King Prajadhipok’s Institute MCOT Public Company Limited • Advanced Course on Strategic Management of Anti- • Director, True Visions Public Company Limited Corruption, Class 1, Anti-Corruption Institute • Chief Financial Officer (CFO), MCOT Public Company • TCLA Executive Development Program (EDP), Class 9, Limited Thai Listed Companies Association • Vice President, Piyavate Hospital • Company Secretary Program (CSP), Class 7/2004, • Director, D-Land Development Co., Ltd. Thai Institute of Directors (IOD) • Independent Director and Audit Committee Member, • Director Certification Program (DCP), Class 45/2004, Chu Kai Public Company Limited Thai Institute of Directors (IOD) • Telecommunication Management, Faculty of Engineering, Position Chulalongkorn University • Advanced Audit Committee Program (AACP), Class 25/2016, Advisor and Director Thai Institute of Directors (IOD) Director’s Direct/Indirect Shareholding Work Records None • Director and Audit Committee Member, Government Savings Bank • Director and Audit Committee Member, IRPC Public Company Limited 17
Mrs. Phongsaward Guyaroonsuith Qualified Member Date of Birth Position January 25, 1967 • Deputy Secretary General, Office of the Council of State acting on behalf of the Director of National Reform Educational Background and Training Steering, National Strategy and the Creation of Unity and Reconciliation Office Bachelor’s Degree • Deputy Secretary General, Office of the Council of State Bachelor of Laws, Thammasat University • Member of the Second Council of State Office • Member of Law Development Work Records • Member of National Reform Plan for State Administration • Director, Communication Law Section Insignia • Director, Political and Public Governance Law Section • Director, Administrative Law Office Knight Grand Cross (First Class) of the Most Exalted Order • Regular Legislator of the White Elephant Director’s Direct/Indirect Shareholding None 18
Ms. Trithip Sivakriskul Annual Report 2020 Expressway Authority of Thailand Qualified Member Date of Birth • Advisor to the Managing Director, Muang Thai Insurance Co., Ltd. January 15, 1966 • Advisor to the Financial Institutes Development Fund, Bank of Thailand Educational Background • Executive Vice President, Accounting and Finance IRPC Public Company Limited Bachelor’s Degree • Cost Management Consultant to the Stock Exchange Bachelor of Commerce (Finance and Banking), of Thailand Chulalongkorn University • Executive Vice President, Business Planning and Master’s Degree Development, IRPC Public Company Limited • Master of Business Administration, Sasin Graduate • Executive Vice President, Finance, IRPC Public Institute of Business Administration of Chulalongkorn Company Limited University • Director and Audit Committee, Superblock Public • Student Exchange Program, Kellogg Graduate of Company Limited Management Northwestern University, USA • Director, Sunshine Corporation Public Company Diploma Limited Director Certification Program (DCP), Class 158/2012, • Chief Finance Officer, Ratchaburi Electricity Generating Thai Institute of Directors IOD Holding Public Company Limited • Chief Financial Officer, Minor International Public Work Records Company Limited • Chief Finance and Accounting Officer, Ek-Chai • Executive, Investment Banking Department, Distribution System Company Limited Seamico Securities Public Company Limited • Deputy Managing Director, Accounting and Finance • Financial Officer, Telecom Asia Public Company Limited Division, Pruksa Real Estate Public Company Limited • Director, Investment Banking, Pree Green Nithi Finance • Advisor, Inception Company Limited and Securities Company Limited • Advisor, Boutique Corporation Public Company Limited • Director, Deloitte Touche Tohmatsu Corporate Restructuring Company Limited Position • Director of Asset Management 2, Thai Asset Management Corporation Director of the State Railway of Thailand • The Working Group of Finance of the Management team, Thai Petrochemical Industry Public Company Director’s Direct/Indirect Shareholding Limited (Executive from the Ministry of Finance) None 19
Mr. Pakorn Apaphant Qualified Member Date of Birth Work Records November 18, 1968 • Chief of Research and Development Group, Geo- Informatics and Space Technology Development Educational Background Agency (Public Organization) • Guest Lecturer, Graduate School/Faculty of Engineering, Bachelor’s Degree Kasetsart University Bachelor of Engineering (Mechanical Engineering), • Guest Lecturer, Faculty of Social Sciences, King Mongkut’s Institute of Technology Ladkrabang Chiang Mai University Master’s Degree • Guest Lecturer, Faculty of Civil Engineering, Master of Science (Engineering) - Civil Engineering, Rangsit University Purdue University, USA • Specialist, National Disaster Warning Center Doctoral Degree • Executive Director, Software Industry Promotion Ph.D. - Civil Engineering, Purdue University, USA Agency (Public Organization) Diploma • Director, Data Mining Co., Ltd. • Political Leadership in the New Era, Class 3, • Director and Audit Committee Member, Eastern King Prajadhipok’s Institute Commercial Leasing PCL. • Director Accreditation Program (DAP), Class 72, 2008, • Chairman of the Board, Next Point Public Company Thai Institute of Directors (IOD) Limited • Audit Committee Program (ACP), Class 34, 2011, Thai Institute of Directors (IOD) Position • Advanced Certificate Course, Promotion of a Peaceful Society, Class 4 (4Sor4), King Prajadhipok’s Institute • Director and Audit Committee, Geo-Informatics and • Executive Energy Program, Class 1, The Institute Space Technology Development Agency (Public of Industrial Energy, The Federation of Thai Industries Organization) • Advanced Certificate Course on Politics and Governance • Member of the Board of Directors and Audit Committee, in Democratic Systems for Executives, Class 20, Dhanarak Asset Development Co., Ltd. King Prajadhipok’s Institute • Member of the Board, Electricity Generating Authority of Thailand Director’s Direct/Indirect Shareholding None 20
Asst. Prof. Boonchai Annual Report 2020 Expressway Authority of Thailand Sowanwanichakul Qualified Member Date of Birth • Executive Director and Computer System Procurement, Anti-Money Laundering Office (AMLO) May 28, 1958 • Sub-committee of Information Technology Development, Office of the National anti-Corruption Commission (NACC) Educational Background • Company Director, Krungthai Computer Services Co., Ltd., Krungthai Bank Public Company Limited Bachelor’s Degree • Director, P.E.A. ENCOM International Co., Ltd., Bachelor of Engineering, Computer Engineering, Provincial Electricity Authority Chulalongkorn University • Director, Forth Smart Service Public Company Limited Diploma • Director, Deverhood Co., Ltd. • Director Certification Program (DCP), Class 90/2007 • Audit Committee Program (ACP), Class 41/2012 Position Work Records Advisor to the President, Tirathai Public Company Limited • Professor, Faculty of Engineering, Chulalongkorn Insignia University • Vice Chancellor, Chulalongkorn University Knight Commander (Second Class) of the Most Exalted • Executive Director, Geo-Informatics and Space Order of the White Elephant Technology Development Agency (Public Organization) • Director, Metropolitan Electricity Authority Director’s Direct/Indirect Shareholding • Director, Provincial Electricity Authority None 21
Mr. Surachet Laophulsuk Governor Expressway Authority of Thailand Director and Secretary Date of Birth • Head of Construction Management Department, Mass Rapid Transit Authority of Thailand April 8, 1971 • Director of Construction Administration Division 1, Mass Rapid Transit Authority of Thailand Educational Background • Director of Construction Management 4, Mass Rapid Transit Authority of Thailand Bachelor’s Degree • Director of Construction Management 2, Mass Rapid Bachelor of Engineering (Civil), Chulalongkorn University Transit Authority of Thailand Master’s Degree • Assistant Governor, Mass Rapid Transit Authority • Master of Engineering (Structure Management), of Thailand Lamar University, Texas, USA • Deputy Governor (Engineering and Construction), • Master of Engineering (Structure) Texas Tech University, Mass Rapid Transit Authority of Thailand USA Diploma Position • Public Administration and Law Course, Class 15, King Prajadhipok’s Institute Governor, Expressway Authority of Thailand • Executive Program for Private Investment in Public Affairs (PEP), Class 5, Foundation of the Institute for Insignia Research and Development for Public Organizations (IRDP) • Member (Fifth Class) of the Most Noble Order • Senior Executive Program, Class 28, Capital Market of the Crown of Thailand Academy (CMA) • Member (Fifth Class) of The Most Exalted Order • Politics and Government in Democracy Course for of the White Elephant senior management, Class 21 • Companion (Fourth Class) of the Most Noble Order of the Crown of Thailand Work Records Director’s Direct/Indirect Shareholding • Bridge Engineer, J. Muller International (JMI), USA • Engineer for Construction, Mass Rapid Transit Authority None of Thailand 22
Mr. Damkerng Pankam Annual Report 2020 Expressway Authority of Thailand Deputy Governor for Operations Acting Governor Expressway Authority of Thailand Director and Secretary Date of Birth • Legal Officer 7 : Chief of Disciplinary Division, Legal Affairs Division, Leyal Department October 17, 1962 • Executive officer 8 : Director of Legal Affairs Division • Executive officer 8 : Director of Land Ownership Educational Background Division, Land Ownership Department • Executive Officer 9 : Director of Toll Collection Bachelor’s Degree • Deputy Governor of Operations Bachelor of Laws, Thammasat University Diploma Position • Thai Bar Association Institute of Legal Education of the Bar Association • Deputy Governor for Operations, Acting Governor, • Graduate in Business Law (1 year) Faculty of Laws Expressway Authority of Thailand Thammasat University • English for Lawyers (1 year) Insignia Sukhothai Open Thammathirat University • Companion (Fourth Class) of the Most Exalted Order Work Records of the White Elephant • Companion (Fourth Class) of the Most Noble Order • Legal Officer 4, Legal Division of the Crown of Thailand • General Administrative Officer 7, Head of Collection • Member (Fifth Class) of the Most Exalted Order Department Sukhumvit 62, Toll Collection Department of the White Elephant • General Administrative Officer 7 • Legal Officer 7 : Legal Department (Assistant Governor) Director’s Direct/Indirect Shareholding None 23
Mr. Wichan Ekarintrakul Advisor to the Governor (Administrative) Acting Deputy Governor for Strategy and Planning, Acting Governor Expressway Authority of Thailand Director and Secretary Date of Birth • Director of Policies and Planning Department • Deputy Governor (Academic) May 25, 1964 • Deputy Governor (Strategy and Planning) • Advisor to the Governor (Administrative) Educational Background Position Bachelor’s Degree Bachelor of Engineering (Civil), Chulalongkorn University Advisor to the Governor (Administrative), Master’s Degree Acting Deputy Governor for Strategy and Planning, Master of Engineering (Traffic and Transport Engineering), Acting Governor, Expressway Authority of Thailand Chulalongkorn University Diploma Insignia • Principle Course Class 55, Royal Thai Army War College • Companion (Fourth Class) of the Most Exalted Order • Senior Executive of Anti-Corruption Strategy Class 7, of the White Elephant Office of National Anti-Corruption Commission year • Companion (Fourth Class) of the Most Noble Order 2016 of the Crown of Thailand • Member (Fifth Class) of the Most Exalted Order Work Records of the White Elephant • Member (Fifth Class) of the Most Noble Order • Head of Engineering Sub-Division on Expressway 1 of the Crown of Thailand • Director of Expressway Engineering Division • Director of Projects Planning and Analysis Director’s Direct/Indirect Shareholding None 24
Mr. Suchart Chonsakpipat Annual Report 2020 Expressway Authority of Thailand Governor Expressway Authority of Thailand Director and Secretary Date of Birth Work Records July 3, 1960 • Engineer 4, Expressway Project Office • Chief of Expressway Engineering Section 2, Expressway Educational Background and Training Engineering Division, Expressway Project Department • Director of Expressway Engineering Division 1, Bachelor’s Degree Expressway Project Department Bachelor of Engineering, Chulalongkorn University • Director of Expressway Construction Department Master’s Degree • Deputy Governor for Construction and Maintenance • Master of Engineering Science, The University of New South Wales, Australia Position • Master of Business Administration, Chulalongkorn University Governor, Director and Secretary of Expressway Authority Doctoral Degree of Thailand Doctor of Philosophy Program in Public Administration, National Institute of Development Administration Insignia Diploma • Micro Master of Business Administration Program, • Member (Fifth Class) of the Most Noble Order Thammasat University of the Crown of Thailand • Financing Urban Transport Infrastructure Course, • Member (Fifth Class) of the Most Exalted Order The Canadian Universities Consortium Urban of the White Elephant • Workshop Course on Monitoring and Assessment • Companion (Fourth Class) of the Most Noble Order System for the Public Debt Management Office Project, of the Crown of Thailand Ministry of Finance • Companion (Fourth Class) of the Most Exalted Order • Politics and Governance in Democratic Systems for of the White Elephant Executives Course, Class 20, King Prajadhipok’s Institute Director’s Direct/Indirect Shareholding None 25
Organization Structure and Manpower Committees as appointed by Office of Governor Advisor to Governor General Affairs Public Relations Division Good Governance Division Business Development Expert (Administration) and Conference Division •• MPuabslsicReRlealtaiotionns sSeScetciotionn and Marketing Division Expert (Engineering) • General Service Section • Public Relations Media and Information Expert (Law) • Conference Coordination Section System Development Section • Information Analysis and Dissemination • Business Development Section • Conference Document Section • Expressway Information Service Section • Marketing and Market Research Section Section • Customer Relationship Section • Activity Promotion for Society and Community Division • Compliance Development Section Deputy Governor for Administration Deputy Governor for Strategy and Planning Deputy Governor for Law & Land Acquisition General Administration Treasury and Accounting Policy and Planning Information Technology Department Department Department Department Land Acquisition Personnel Division Finance Division Planning and Project Work System Division Research and Department Legal Department • Personnel Affairs • Finance Section Analysis Division • Finance Computer Development Land Acquisition Division Litigation Division • Disbursement Audit Division Development Section • Planning Section Work System Section • Survey Section • Administration Section 1 • Engineering Analysis • Traffic Research • Appraisal Section • Recruitment • Operation Computer • Verification Section Litigation Section • Disbursement Audit Section and Development • Property Acquisition Section and Appraisal Section Work System Section Section • Appeal and Grievance Section • Civil Litigation Section 2 • Economic and Financial • Land Acquisition Data and • Personnel Affairs • Office Computer • Quality Control, Section Accounting Division Analysis Section Management Service Section Information Section Work System Section Test and Standard • Arbitration Section • Consolidate Evaluation Division Development Property Development • Enforcement Benefit and Employee Division • Geoinformatics Section and Right of Way Maintenance Accounting Section • Evaluation Section Division 1 Section • General Welfare Section • Statistics Section Computer Work System • Research and • Fringe Benefit Section • Cost Accounting Section • Property Planning Section 1 Legal Affairs Division • Employee Relationship Section Environmental Development • Property Management • Occupational Safety and Section Management Division Computer Operations Division Administration • Contract Section Section Section 1 • Disciplinary Section Healthy Environment Section Budget Division • Environmental Analysis • Computer Control and • Legal Affairs Section • Revenue Collection Section 1 • Appeal and Human Resource Development • Operating Budget Section Maintenance Section • Right of Way Maintenance Division Regulation Section Analysis Section • Environmental Impact • Computer Network Section Section 1 • Personnel Section • Planning and Information • Knowledge Management Section • Capital Budget Analysis Monitoring and • Right of Way Maintenance Evaluation Section System Safety Section and Formulation Section Section 2 • Budget Monitoring and • Right of Way Maintenance Evaluation Section Supply Service Division Section 3 • Procurement Section Revenue Audit Division Property Development and Right • Outsourcing Section of Way Maintenance Division 2 • Supply Section • Revenue Audit Section 1 • Revenue Audit Section 2 • Property Planning Section 2 Working System Development • Revenue Audit Section 3 • Property Management Division Finance and Funds Section 2 • Quality Assessment and Management Division • Revenue Collection Organizational Development • Finance Management Section Manpower Section • Funds Management Section Section 2 Number of the Staff Classified Classified by Educational • Working System Development by Level (Person) Background (Person) • Right of Way Maintenance Section Section 4 Top Executive (Governor) 1 Doctoral Degree 7 • Right of Way Maintenance Executive Level 11 4 Master’s Degree or Equivalent 410 Executive Level 10 1 Bachelor’s Degree or Equivalent 2,016 Section 5 Executive Level 9 8 Governor 1 Executive Level 8 45 Diploma Degree or Equivalent 1,209 • Right of Way Maintenance Vocational Certificate or 647 Deputy Governor 5 Executive Level 7 172 Equivalent Section 6 Advisor to Governor 1 Executive Level 4-6 2,885 High School 507 Assistant Governor 1 Expert 3 Executive Level 1-3 1,744 Junior High School 42 Total Staff 4,860 Executive, Department Level 12 Employees 580 Compulsory Education 21 Total 4,859 Executive, Division Level 45 Executive, Section Level 170 * Number of the Staff/Employees Classified by Educational Background except the Governor 26
EXAT’s Board of Directors Audit Committee Structure and the Division of Work Annual Report 2020 Expressway Authority of Thailand Governor of the EXAT as per the EXAT’s Order 67/2561 Dated 9 April 2018 Internal Audit Office Internal Audit Section 1 Internal Audit Section 2 • Internal Audit Section 1 • Internal Audit Section 4 • Internal Audit Section 2 • Internal Audit Section 5 • Internal Audit Section 3 • Internal Audit Section 6 Deputy Governor for Construction and Maintenance Deputy Governor of Operation Assistant Governor Expressway Construction Maintenance Traffic Control Department Toll Collection Department Department Department Expressway Engineering Division 1 Maintenance Division Traffic Management Division Toll Collection Division 1 Operation Planning Risk Management Division and Internal Control Division • Expressway Engineering Section 1 • Expressway Maintenance • Traffic Management Section 1 • Din Daeng Toll Collection Section • Expressway Engineering Section 2 • Traffic Management Section 2 • Bang Na Toll Collection Section • Toll Collection • Risk Management • Expressway Engineering Section 3 Planning Section • Traffic Management Section 3 • Dao Khanong Toll Collection Section • Traffic Management Section 4 • Sukhumvit 62 Toll Collection Section Planning Section Development Section Expressway Engineering Division 2 • Expressway Inspection and • Suksawat Toll Collection Section Rescue Division • Phetchaburi Toll Collection Section • Safety and Traffic • Risk Management Evaluation • Expressway Engineering Section 4 Maintenance Section 1 • Expressway Engineering Section 5 • Rescue Section 1 Planning Section Section • Expressway Engineering Section 6 • Expressway Inspection and • Rescue Section 2 • Rescue Section 3 Toll Collection Division 2 • Core System Internal Control Drawing and Construction Division Maintenance Section 2 • Rescue Section 4 • Pracha Chuen Toll Collection Section Section • Engineering Section • Bridge Maintenance Section Traffic Communication and •• YRoatmchmaadraapt hTiosellkCToollllecCtoiollnecSteiocntioSnection • Architectural Section Special Operation Division •• BHaunagLSaumepThoolnl gCoTlolellcCtioolnleSceticotnioSnection • Support System Internal • Construction Section Building and General Property •• ASasothkoTnoTlloClloClloelclteioctnioSneScteioctnion • Administration Section Maintenance Division • Traffic Communication •• SSri iSnaamgaarinndTroallTCoollllCeocltlieocntiSoenctSieocntion Control Section • Bang Pa-in Toll Collection Section General Construction Division • Building Maintenance Section 1 Section 1 • Building Maintenance Section 2 • Administration Section 1 • General Property Maintenance • Traffic Communication • Administration Section 2 • Administration Section 3 and Gardening Section 1 Section 2 • General Property Maintenance • Special Operation Section and Gardening Section 2 Toll Collection Division 3 Equipment Maintenance Division • Planning and Equipment Maintenance Section •• TToollll Collection Equipment Section 1 • Bang Na Km.6 Toll Collection Section Collection Equipment Section 2 • Bang Phli Toll Collection Section •• TToralflfiCcoClloencttrioonl EEqquuipipmmeennttSSeeccttioionn 3 • Bang Samak Toll Collection Section • E-Business Database Management • Chon Buri Toll Collection Section and Development Section • Ram Inthra Toll Collection Section • Pracha Uthit Toll Collection Section Electrical Maintenance Work • At Narong Toll Collection Section and Vehicles Division Toll Collection Division 4 Number of the staff and employees in each • Expressway Lighting Maintenance EXAT’s key internal section as of the said year- • Bang Khun Thian end and three retroactive years Section 1 Toll Collection Section Type Number (Persons) • Expressway Lighting Maintenance 2020 2019 2018 2017 • Bang Mueang Section 2 Staff 4,860 4,795 4,768 4,787 Toll Collection Section • Building and Toll Plaza Electrical Employees 580 613 624 613 • Thepharak System Section 1 Toll Collection Section • Building and Toll Plaza Electrical • Bang Kaeo System Section 2 Toll Collection Section • Mechanical and Vehicles Section • Bang Khru Toll Collection Section E-Business Services Division • Clearing Account Center Management Section • Automatic Card Management Section • Customer Service Section • E-Business Service Development Section 27
EXAT’s Executives Expressway Authority of Thailand 28
Mr. Surachet Laophulsuk Annual Report 2020 Expressway Authority of Thailand Governor of Expressway Authority of Thailand Mr. Wichan Ekarintrakul Advisor to Governor (Administration), Acting Deputy Governor for Strategy and Planning Mr. Dumkerng Pankam Deputy Governor for Operation 29
Mr. Somporn Somabot Deputy Governor for Law and Land Acquisition Mrs. Tasanuch Thammachot Deputy Governor for Administration Mr. Chatri Tansiri Director of Expressway Construction Department, Acting Deputy Governor for Construction and Maintenance 30
Mrs. Benchamas Piyachotisukit Annual Report 2020 Expressway Authority of Thailand Assistant Governor Mrs. Sujinda Jarujit Director of Office of the Governor Mrs. Aoy-atchara Rungrattanaubol Director of Internal Audit Office 31
Lieutenant Junior Grade Sanaw Puthawong Director of Information Technology Department Mrs. Chinnanat khunjaroen Director of Maintenance Department Mr. Pramonrat Chinnarong Director of Land Acquisition Department Acting Director of Legal Department Mr. Sombat Suraprasit Director of Traffic Control Department 32
Mr. Chai Gaewpeng Annual Report 2020 Expressway Authority of Thailand Director of Toll Collection Department Mrs. Pathamawadi Juangpanich Director of Supply Service Division Acting Director of General Administration Department Ms. Tanaporn Artornmit Director of Finance Division Acting Director of Treasury and Accounting Department Mrs. Kunthon Rabuepin Director of Evaluation Division Acting Director of Policy and Planning Department 33
Executives’s Profile and Remuneration 1. Mr. Surachet Laophulsuk Position Governor of Expressway Authority of Thailand Date of Birth April 8, 1971 Education • Bachelor’s Degree - Bachelor of Engineering, Chulalongkorn University • Master’s Degree - Master of Engineering, Lamar University - Master of Civil Engineering, Texas Tech University Training Records • Public Administration and Law for Executives Program • Public-Private Partnerships for Executive Program (PEP), 5th batch, Policy Research and Development Institute Foundation (PRI) • Capital Market Academy Program • Governance in Democratic Systems for Executives Program Work Records Deputy Governor (Engineering and Construction), Mass Rapid Transit Authority of Thailand 2. Mr. Wichan Ekarintrakul Position Advisor to Governor (Administration), Acting Deputy Governor for Strategy and Planning Date of Birth May 25, 1964 Education • Master’s Degree - Master of Engineering, Chulalongkorn University Work Records • Director of Expressway Engineering Division 1, Expressway Construction Department • Director of Planning and Project Analysis Division, Policy and Planning Department • Director of Policy and Planning Department • Deputy Governor of Strategy and Planning 3. Mr. Dumkerng Pankam Position Deputy Governor for Operation Date of Birth October 17, 1962 Education • Bachelor’s Degree - Bachelor of Laws, Thammasat University - Barrister-at-Law, Institute of Legal Education, Thai Bar Association Work Records • Director of Legal Affairs Division, Legal Department • Director of Land Acquisition Division, Department of Land Acquisition • Director of Toll Collection Department 34
4. Mr. Somporn Somabot Annual Report 2020 Expressway Authority of Thailand Position Deputy Governor for Law and Land Acquisition Date of Birth April 9, 1960 Education • Bachelor’s Degree - Bachelor of Laws, Chulalongkorn University - Barrister-at-Law, Institute of Legal Education, Thai Bar Association Work Records • Director of Litigation Division, Legal Department • Director of Toll Collection Department • Director of General Administration Department • Director of Legal Department 5. Mrs. Tasanuch Thammachot Position Deputy Governor for Administration Date of Birth September 11, 1964 Education • Bachelor’s Degree - Bachelor of Arts, Thammasat University • Master’s Degree - Master of Political Science, Thammasat University Work Records • Director of Corporate Governance and Organization Value Management Division, Treasury and Accounting Department • Director of Organization Development Division • Director of General Administration Department 6. Mr. Chatri Tansiri Position Director of Expressway Construction Department, Acting Deputy Governor for Construction and Maintenance Date of Birth February 27, 1971 Education • Bachelor’s Degree - Bachelor of Engineering, Khon Kaen University - Bachelor of Laws, Thammasat University Work Records • Director of Expressway Engineering Division 1 7. Mrs. Benchamas Piyachotisukit Position Assistant Governor Date of Birth April 19, 1960 Education • Bachelor’s Degree - Bachelor of Laws, Ramkhamhaeng University Work Records • Director of Legal Affairs Division • Administration Officer 8 on duty of the Governor • Director of Office of Governor Remuneration for senior management Unit : Million Baht 2019 2020 Items 2018 Remuneration for management 12.81 15.04 17.66 Remarks : The remuneration for management consisted of salary and bonus of the Governor, Deputy Governor, and Assistant Governor. 35
Personnel Development Expressway Authority of Thailand (EXAT) pays attention to personnel development or improvement of our employee capacity at all levels based on the personnel development plan under the EXAT’s strategies and the three personnel capabilities namely Core Competency, Functional Competency and Managerial Competency as well as the Training Roadmap and the Individual Development Plan (IDP). Accordingly, we mainly focus on the main capacity of our organization while preparing for the upgrade retirement and specific changes facing. In the 2020 financial year followings are the important annual personnel development plans. 1) Knowledge, skills and capacity development for executives and personnels at all levels to ensure professional performance and readiness to welcome the digital era. 2) Personnel development toward righteousness, ethical conducts and good governance. 3) Promote various learning processes and approaches while systematically and continuously promote the organization’s culture. 4) Promote organization’s knowledge management alongside working innovation. 5) Develop information technology system, support internal personnel development and learning. 6) Personnel development based on “work life balance” to improve the employee’s working life. For the 2020 budget year, EXAT organizes 48 trainings, seminars and site visits for executives and employees apart from the those external trainings with both the public and private sectors. Moreover, employees have been provided the advance education at the master’s and doctoral degrees. During the COVID-19 incident, EXAT has turned to E-Learning for training accompanied with the Facebook Live system. 36
Code of Ethics Practice by Annual Report 2020 Expressway Authority of Thailand Expressway Authority of Thailand Code of Ethics identifies all rules of professional conducts committed by the EXAT’s employees to maintain and promote their honor and status while upholding their mindset for righteousness and ethical conduct. “Ethical conduct” composes of morality and doctrine whereas “morality” refers to any or certain appropriate conducts. “Doctrine,” Moreover, is of various meanings i.e. goodness, religious teaching, conduct principles etc. Thereby the meaning given by the two combined terms of “ethical conduct” directly means “principles of conducts” or “ways of conducts.” Accordingly, EXAT refers to Ethical Conduct as behavioral principles among all employees based on honesty and accuracy toward the organization and all stakeholders as well as the public at large and the society aiming to achieve the highest goal as being the leading state enterprise of the country. Apparently “ethical conduct” or “code of ethics” shares the same goal toward good practices by various persons or organizations either for oneself and the others. It is the practice with proper reasoning and consideration with the high consciousness. EXAT, with our main responsibility to solve the traffic problems in Bangkok Metropolitan Area (BMA) including various transportation lines leading toward development of the logistic system internally through the good governance approach, we, therefore, determine to establish realization of good governance among our employees with well recognition and trust by relevant stakeholders and the public at large. In order to achieve the aforementioned goal, all EXAT employees must enhance the well outcomes to ensure that all relevant stakeholders, service users and people at large are well aware of the code of conduct strictly followed by all EXAT’s officials and employees. As of the 2011 budgeting year EXAT recompiled the organization’s code of conduct with wordings that communicate how their employees seriously follow the established ethical principles for which it is of the “HEARTS” abbreviation meaning that “working with one’s heart.” HEARTS Determination to “work with one’s heart” comprises of the following principles which shall be holding by all working staff. HE A R T S Honesty Equity/Equitable Accuracy Responsibility Transparency Society Treatment “Accuracy, Honesty, Equity, Responsibility, Transparency, Society” Thereby, EXAT recompiles its Code of Conduct for the modern era requirement approved by the EXAT Board in the 4/2018 meeting organized on 25 April 2018. 37
EXAT’s Corporate Governance Reinforcement Guidelines Good Corporate Governance Policy Expressway Authority of Thailand’s main operating objectives are to alleviate traffic congestion problem in the zone of the Bangkok Metropolitan Region in order to reduce national economic loss and perform its business for financial stability and sustainable growth. Efficient management and good corporate governance are considered crucial to achieve such objectives. EXAT’s Board of Directors has an intention to reinforce EXAT to be the efficient organization in business operation and corporate governance with excellent management, focusing on convenient, fast and safe service provided for expressway users, including transparency and accountability. Therefore, EXAT’s Board of Directors, executives and staffs are required to adhere to “the seven principles of international good corporate governance standard” as follows : 1. Accountability Accountable to the outcome of their duty performance 2. Responsibility Aware of duty to provide good service to expressway users or stakeholders through capability and adequate efficiency 3. Equity/Equitable treatment Treat stakeholder(s) equitability 4. Transparency Perform their tasks transparently, disclose information and be accountable 5. Value creation Increase operating capability in all dimensions to enhance competitive advantage and add value to business both in short and long terms 6. Ethics Follow EXAT’s code of morality and ethics 7. Participation Allow public participation to express public opinion regarding any operation which may affect the environment, health, quality of life and livelihood of community or locality EXAT’s Board of Directors has assigned Good Corporate Governance Sub-committee to perform the duty to establish policies, strategies, goals and implementation plans on good corporate governance; supervise, monitor and promote the operations in accordance with good corporate governance guidelines. EXAT’s Board of Directors acknowledged this policy in the meeting No. 6/2010 on June 28, 2010. Summary of EXAT’s Corporate Governance Independent Director in EXAT’s Board of Directors In the meeting No. 8/2003 on July 30, 2003, EXAT’s Board of Directors resolved to approve the definition of “independence” of the director of EXAT’s Board of Directors as follows. “Independence” of EXAT’s director means the independence of the external directors, e.g. qualified persons from the private sector, independent organization or educational institution, to exercise his/her own discretion for decision, make a real independent action and to be able to change or restrain directly any actions when it is deemed necessary. He/she must not have any business relationships, expectation of benefit or any other relationship, including either direct or indirect interest, with executives of the affiliated state- owned enterprise, ministries, agencies or companies concerned. In the fiscal year 2020, the EXAT’s Board of Directors consisted of four qualified members, as follows : 1. Rear Admiral Suvin Jangyodsuk 3. Ms. Trithip Sivakriskul 2. Mrs. Phongsaward Guyaroonsuith 4. Asst. Prof. Boonchai Sowanwanichakul 38
Performance of the Independent Board of Directors Annual Report 2020 Expressway Authority of Thailand At the meeting, 1/2020 of the Independent Board on July 16, 2020, has passed a resolution requiring EXAT to propose the report of the Meeting No. 1/2020 of the Independent Board on July 16, 2020 to the EXAT’s Board of Directors for consideration. At the meeting No. 12/2020 of the EXAT’s Board of Directors on September 14, 2020, it resolved approval for EXAT continuing perform as follows : 1. The organization of EXAT Resolution : 1) Accelerate the creation of leadership project for middle-level executives and above to change the way of thinking (mindset) of executives who will grow to be high-level executives in the future to be omniscien, knowledgeable in work, confident in the correctness of operations, dare to think, dare to decide, dare to take responsibility to create a new generation of executives that will gradually lead to branding and changing EXAT to be a modern organization. 2) Accelerate EXAT’s executives and employees’ unity by creating employees’ participation in many areas to achieve unity and join forces together to complete the work. These include listening to the voice from lower-level employees to know their opinions, and the EXAT’s Governor can discuss EXAT’s operations with all Deputy Governors to go together in the same story and reflect the concept of operation down to the lower-level employees to share in the same direction and unity. 3) Accelerate and strengthen the Deputy Governor’s competency to be smart and knowledgeable to be able to manage the work of EXAT, which is a large organization with strength, which may increase training or allow specialists to assist coaching in certain areas. 4) Expedite methods or projects that will help develop and complement the executives who will grow up at each level. 2. The role of the EXAT’s Board of Directors and the organization Resolution : EXAT must accelerate the organization’s strength and unity for content and methods for presenting the meeting agenda to the EXAT’s Board of Directors for consideration. If the organization is strong and has a body of knowledge presented, it will answer questions and clarify in all areas for the Board’s consideration. When the organization is strong, it will have a position to present and explain and give the directors reasons to make the presentation successful. In this regard, the EXAT’s Board of Directors has a role and duty to direct the policy and set the operational direction, driven by the EXAT’s Governor, will not go into details of the organization’s operations. For example, at present, agencies in EXAT presents the EXAT’s Board of Directors meeting’s agenda, which is the subject of details of EXAT’s operations that should be discussed to reach a unified resolution. But agencies in EXAT still brought the said matter to the EXAT’s Board of Directors meeting for approval instead. Therefore, the EXAT Board of Directors has to consider work that is too detailed, which should not be so. If the organization operates regularly, it can cause the organization to fail. Therefore, the organization should be strengthened to be a coalition that drives the operations parallel with the EXAT Board of Directors’ supervision. 3. CG of the agency for procurement Resolution : EXAT must emphasize and improve the CG of the procurement department to have better work efficiency by improving the procurement process from the process of issuing various requirements, such as the draft scope of work (TOR), etc., to be thorough and complete correctly. EXAT had many procurement risks in the past, which may arise from misunderstandings or communication and coordination between internal and external departments. This causes the procurement process to be delayed and time- consuming, congested in many areas, and affecting employees’ trust and the corporate image. Respect for Stakeholders’ Interest EXAT has operated by considering stakeholder impacts. Based on the preliminary study of stakeholders in terms of consequential relations by groups of influence and of concern and by social and environmental responsibility, the stakeholders are categorized and prioritized into seven main groups, namely expressway users, the government sector as owner, EXAT’s employees, people affected by land expropriation, business 39
partners, communities surrounding exclusive right of way and society. EXAT has established the policy for equitable and impartial treatment of the stakeholders and the rights of all stakeholder groups have been taken into consideration as well. Information Disclosure and Transparency EXAT foresees the importance of information disclosure of information and operating transparency due to the significance of information for decision making of all internal and external related parties as well as evaluation of organizational efficiency. Based on equitable treatment, EXAT provides appropriate, accurate, reliable and up-to-date financial and non-financial information to stakeholders through various channels such as annual report, Internet, Intranet, EXAT Call Center and internal & external public relations activities via media. Information disclosure under the Official Information Act B.E. 2540 (1997) is also carried out. The building of EXAT’s Information Center was constructed in 2011 to facilitate the service users. In addition, EXAT has monitored and assessed the internal control and risk management and proposed the assessment result to the executives and the Risk Management Committee for approval before submitting to the Board of Directors for acknowledgement on schedule. Ethics and Morality Promotion EXAT organizes trainings/seminars/activities to promote morality and ethics among its employees and disseminates knowledge of the Ethics Guidelines, e.g. OJT Tour : HEARTS to HEART, EXAT CG Day, quiz contest on good corporate governance and EXAT’s practical ethics, creation of Facebook Fanpage EXAT CG, etc. In addition, all employees have been designated to annually prepare reports on conflict of interest to the governor, or in case of either newly appointed or where conflict of interest occurs during the year. From October 2019 to September 2020, no conflict of interest committed by EXAT’s employees was found. Corporate Governance Monitoring and Evaluation The State Enterprise Policy Office (SEPO), Ministry of Finance, had a policy whereby the EXAT shall adopt the State Enterprise Assessment Model (SEAM) to evaluate its performance, with good corporate governance and organizational leadership as part of the evaluation of core business enablers. To achieve such evaluation criteria, EXAT has carried out in compliance with the procedure of Deming Cycle. Good corporate governance annual plan has been established in accordance with SEPO’s Principles and Guidelines on Corporate Governance of State-Owned Enterprise 2019 by applying the seven principles of international corporate governance (CG) standard, namely Accountability, Responsibility, Equitable Treatment, Transparency, Value Creation, Ethics and Participation to the nine plans consisting of : 1) Government sector’s roles 2) Rights and equity of shareholders 3) The Board of Directors 4) Roles of stakeholders 5) Sustainability and innovation 6) Information disclosure 7) Risk management and internal control 8) Code of ethics 9) Performance monitoring EXAT has determined that the said plan is implemented (Do) whereas CG implementation in all eight sections are monitored and the result of CG performance is collected (Check) ; and the result of each section is analyzed and evaluated for further improvement (Act). EXAT presented the result of the CG performance to the quarterly meetings of Corporate Governance Sub-committee and EXAT’s Board of Directors for acknowledgement. Corporate Governance Information EXAT has communicated the corporate governance policy and guidelines to the Board of Directors and employees for acknowledgement and observance. Other news information relating to good corporate governance has been publicized through publication media such as circulation, posting a notice at EXAT’s office buildings, EXAT Sound, publication leaflets, internal and external magazines, Digital Signage, Roll up, Internet and Intranet. EXAT has also occasionally emphasized on the meetings, trainings and seminars, and activities, etc. The general public can access the said information from EXAT’s annual report and information channel. 40
EXAT’s Board of Directors Annual Report 2020 Expressway Authority of Thailand Management Structure of the Expressway Authority of Thailand’s Board of Directors • Executive Board of Directors • Audit Committee • Committee for Enterprise Relations • Risk Management Committee • The Independent Board • Sub-committee for Legal Affairs • Sub-committee for Good Corporate Governance • Sub-committee for Screening the Governor’s Action Plan and Assessment of the Governor’s Performance • Sub-committee for Coordination of Expressway Traffic Management • Sub-committee for Development and Management of Expressway Right of Way • Sub-committee for Digital Technology for Service and Organizational Management • Sub-committee for Scrutinizing, Regulating and Expediting the Disbursement of Fiscal Budget of the Expressway Authority of Thailand • Sub-committee for Monitoring Operations in the State Enterprise Plan of the Expressway Authority of Thailand (Change Agent) • Sub-committee for Recruitment and Consideration of the Remuneration of the EXAT’ s Chief Financial Officer (CFO) • Sub-committee for Recruitment of the EXAT’s Governor • Sub-committee for Consideration of the Remuneration of the EXAT’s Governor • Sub-committee for Consideration of the Guidelines on Handling Procedures for the Dispute under the Agreement on the Second Stage Expressway System Project and under the Agreement on Expansion on the Second Stage Expressway System Project (Part D) between Expressway Authority of Thailand (EXAT) and Bangkok Expressway and Metro Public Company Limited (BEM) and the Dispute under the Agreement on the Bang Pa-in-Pak Kret Expressway Project between Expressway Authority of Thailand (EXAT) and Northern Bangkok Expressway Company Limited (NECL) • Sub-committee for Knowledge and Innovation Management • Sub-committee for Selection of Deputy Governor for Strategy and Planning and Deputy Governor for Construction and Maintenance 41
Committees and Sub-Committees The Board of Directors appoints committees and sub-committees to perform their duties as stipulated by applicable laws and as assigned by the Board of Directors for EXAT’s interests as detailed below. 1. Committees appointed in accordance with applicable laws : • Audit Committee • Committee for Enterprise Relations • Coordination Committee for Second Stage Expressway System Project • Coordination Committee for Bang Pa-in-Pak Kret Expressway Project 2. Committees and sub-committees appointed to perform duties as assigned by the Board of Directors • Executive Committee of the Expressway Authority of Thailand • Sub-committee for Development and Management of Expressway Right-of-Way • Sub-committee for Legal Affairs • Sub-committee for Screening the Governor’s Action Plan and Assessment of the Governor’s Performance • Sub-committee for Recruitment of the EXAT’s Governor • Sub-committee for Consideration of the Remuneration of the EXAT’s Governor • Sub-committee for Good Corporate Governance • Risk Management Committee • The Independent Board • Sub-committee for Coordination of Expressway Traffic Management • Committee for Oversight of Si Rat-Outer Bangkok Ring Road Expressway Project • Sub-committee for Monitoring Operations in the State Enterprise Plan of the Expressway Authority of Thailand (Change Agent) • Sub-committee for Digital Technology for Service and Organizational Management • Sub-committee for Scrutinizing, Regulating and Expediting the Disbursement of Fiscal Budget of the Expressway Authority of Thailand • Sub-committee for Solutions to Document of Land Title in Kathu District Being Constructed as Part of Right of Way of the Kathu-Patong Expressway Project in Phuket 42
EXAT’s Board of Directors Meeting in the fiscal year 2020, the EXAT Board of Directors held a total of 15 Annual Report 2020 Expressway Authority of Thailand meetings with the list of EXAT Board members, number of attendances, and remuneration (meeting allowance, monthly remuneration and director’s bonus) as follows : Expressway Authority of Thailand (EXAT Board) Director’s bonus after deducting Name/Agency Position Term of office No. of Meeting Monthly the absence meeting allowance remuneration of annual meeting attended for the fiscal (Baht) (Baht) year 2020 (Baht) 1. Mr. Sorapong Paitoonphong Chairperson Sep 15-30, 2020 - - 10,666.67 - Director General, of Board (appointed by Department of Railway of Directors the Cabinet Resolution Transport on Sep 15, 2020) Mr. Surong Bulakul Jul 10, 2018- 15/15 275,000 229,333.33 131,388.39 • Expert Committee, Sep 14, 2020 Institute for Justice (Appointed by Cabinet 12/15 180,000 114,516.13 104,973.11 of Thailand (Public Resolution on Jul 10, - - 5,483.87 - Organization) 2018, effective from 116,774.19 • Independent Director, Jul 10, 2018) 14/15 200,000 25,483.87 107,043.01 National ITMX Co., Ltd. 4/4 60,000 94,516.13 23,360.21 • Member of the Board 10/11 160,000 86,639.78 of Directors, Provincial Electricity Authority 2. Ms. Chunhachit Sungmai Representative Oct 18, 2019- Inspector General, Director Sep 30, 2020 Ministry of Finance of Ministry (appointed by agency) of Finance Mr. Warothai Kosolpisitkul Jul 13, 2018- Fiscal Policy Advisor, Oct 17, 2019 The Fiscal Policy Office (appointed by agency) 3. Mr. Sarawut Songsivilai Representative Oct 11, 2019- Director General, Director Sep 30, 2020 Department of Highway of Ministry (appointed by agency) of Transport 4. Mr. Sommai Lakananuruk Representative Jul 15-Sep 30, 2020 Deputy Director, Director (appointed by agency) Bureau of the Budget of Bureau of the Budget Mr. Prayong Thangcharoen Representative Oct 10, 2017- Deputy Director, Director Jul 14, 2020 Bureau of the Budget of Bureau (appointed by agency) of the Budget 43
Expressway Authority of Thailand (EXAT Board) (Continued) Director’s bonus after deducting Name/Agency Position Term of office No. of Meeting Monthly the absence meeting allowance remuneration of annual meeting attended for the fiscal (Baht) (Baht) year 2020 (Baht) 5. Mr. Anek Meemongkol Representative Oct 3, 2018- 12/15 200,000 120,000 110,000 Deputy Secretary General, Director Sep 30, 2020 Office of the National of the Office (appointed by agency) Economic and Social of the National Development Council Economic and Social Development Council 6. Pol. Maj. Gen. Sompong Representative Apr 29, 2019- 9/15 160,000 120,000 82,500 Chingduang Director Sep 30, 2020 Commissioner of the Royal (appointed by agency) of Immigration Bureau Thai Police 7. Rear Admiral Suvin Honorary Sep 15-30, 2020 - - 5,333.33 - Jangyodsuk Director (appointed Commandant, Bangkok Naval Base by cabinet resolution on Sep 15, 2020) Mr. Jessada Promjart Honorary Nov 22, 2016-Sep 14, 14/15 220,000 114,666.67 105,111.11 Advisor and Director Director 2020 (appointed by Cabinet Resolution on Nov 22, 2016 and reappointed by Cabinet Resolution on Jul 18, 2017, effective from Jul 21, 2017) 8. Mrs. Phongsaward Honorary Jul 21, 2017- 11/15 200,000 120,000 110,000 Guyaroonsuith Director Sep 30, 2020 Deputy Secretary General, (appointed by Cabinet Office of the Council of State Resolution on Jul 18, 2017, effective from Jul 21, 2017 and reappointed on Sep 15, 2020) 9. Ms. Trithip Sivakriskul Honorary Sep 15-30, 2020 - - 5,333.33 - Member of the Board Director (appointed of Directors, State Railway of Thailand by Cabinet Resolution on Sep 15, 2020) 44
Expressway Authority of Thailand (EXAT Board) (Continued) Annual Report 2020 Expressway Authority of Thailand Director’s bonus after deducting Name/Agency Position Term of office No. of Meeting Monthly the absence meeting allowance remuneration of annual meeting attended for the fiscal (Baht) (Baht) year 2020 (Baht) Mr. Pakorn Apaphant Honorary Jul 21, 2017- 13/15 220,000 114,666.67 105,111.11 • Director, Geo-Informatics Director Sep 14, 2020 and Space Technology (appointed by Cabinet - 5,333.33 - Development Agency Resolution on Jul 18, 40,000 19,354.84 17,741.94 (Public Organization) : 2017, effective from 100,000 59,996.67 49,585.65 GISTDA Jul 21, 2017) • Member of the Board of Directors and Audit Honorary Sep 15-30, 2020 - Committee, Dhanarak Director (appointed 3/3 Asset Development Co., Ltd. by Cabinet Resolution 6/6 • Member of the Board on Sep 15, 2020) of Directors, Electricity Generating Authority Director and Aug 3-Sep 30, 2020 of Thailand Secretary (signed an executive 10. Asst. Prof. Boonchai Sowanwanichakul contract as the Governor President Advisor, of Expressway Authority Tirathai Public Co., Ltd. 11. Mr. Surachet of Thailand Laophulsuk on Aug 3, 2020) Governor, Expressway Authority of Thailand Oct 1-9, 2019 (appointed by the order of EXAT Mr. Dumkerng Pankam Board No. 8/2019 held Deputy Governor on Oct 1, 2019) and for Operation, Acting Governor, Feb 20, 2020-Aug 2, 2020 Expressway Authority (appointed according of Thailand to the resolution of the EXAT committee meeting No. 3/2020 on Feb 19, 2020) 45
Expressway Authority of Thailand (EXAT Board) (Continued) Director’s bonus after deducting Name/Agency Position Term of office No. of Meeting Monthly the absence meeting allowance remuneration of annual meeting attended for the fiscal (Baht) (Baht) year 2020 (Baht) Mr. Wichan Ekarintrakul Director Feb 6-19, 2020 1/1 20,000 4,827.59 4,425.29 Advisor to the Governor and Secretary (acting as Governor (Administrative), of Expressway Authority Acting Deputy Governor of Thailand for Strategy and Planning, under Section 28 Acting Governor, of the Expressway Expressway Authority Authority of Thailand of Thailand Act B.E. 2550 (2007) Mr. Suchart Chonsakpipat Sep 27, 2018-Apr 23, 5/5 60,000 38,820.91 35,585.84 Governor, Expressway 2019 and Oct 10, 2019- Authority of Thailand Feb 5, 2020 (signed an executive hiring contract as the Governor of Expressway Authority of Thailand on Sep 27, 2018 and went to serve as a government official of the Prime Minister’s Office from Apr 24, 2019, returned to serve as the Governor of EXAT from Oct 10, 2019, and resigned from the position of Governor of EXAT since Feb 6, 2020) 12. Mrs. Sujinda Jarujit Assistant Nov 8, 2018- 15/15 - - - Director of the Office secretary Sep 30, 2020 of the Governor, Expressway Authority of Thailand 13. Mrs. Kulkanya Tumsen Assistant Dec 26, 2018- 14/15 - - - Director of the General secretary Sep 30, 2020 Affairs and Conference Division, The Office of the Governor, Expressway Authority of Thailand Source : General Affairs and Conference Division, The Office of the Governor. as of 30 September 2020 46
Note 1. EXAT’s Board of Directors members who retired from office and received bonus for the fiscal year 2020 Annual Report 2020 Expressway Authority of Thailand are as follows : • Mr. Surong Bulakul = 131,388.39 Baht • Mr. Prayong Thangcharoen = 86,639.78 Baht • Mr. Jessada Promjart = 105,111.11 Baht • Mr. Pakorn Apaphant = 105,111.11 Baht 2. In the fiscal year 2020, the EXAT’s Board of Directors meeting began on November 21, 2019 (No. 14/2019). 3. Meeting allowance rates are in accordance with the Cabinet Resolution on April 24, 2019, as follows : • Directors receive a meeting allowance of 20,000 baht per month. The chairperson of the board receives 25% higher than the directors, and the directors shall pay their own income tax. • In the case of sub-committees, other working groups appointed by the provisions of the law, cabinet resolutions, or the state enterprise committee shall receive a meeting allowance as follows : in the case of state enterprise directors, meeting allowances shall be made on an individual basis at the rate equal to the meeting allowance for state enterprise directors, only for those attending the meeting. Sub-committee, other working groups, totaling not more than two committees, and not more than one time per month. The chairperson of the board meeting allowances is 25% higher than the directors, and the directors shall pay their own income tax. 4. The monthly remuneration rate is by the Cabinet’s resolution on July 2, 2013, where each director receives 10,000 baht per month. The chairperson of the board receives twice of that of the directors. However, if a state enterprise director holds a position for less than a month, they shall receive monthly remuneration proportionate to the term of office, and the director shall pay income tax by themselves. 5. Bonus payment to the EXAT’s Board of Directors is by the criteria approved by the Cabinet on January 31, 1978, May 13, 1980, and February 5, 1991, including the criteria set out in the incentive system by the Manual for the State Enterprise Performance Evaluation System. The directors shall pay their own income tax (calculated based on the net profit of more than 8,000 million baht, not exceeding 11,000 million baht). Authority and Duty of Exat Board In addition to establishing a policy to generally supervise EXAT’s activities following the Expressway Authority of Thailand Act B.E. 2550 (2007), the Board of Directors performs its duties in accordance with the cabinet resolution and good corporate governance practices as described below : 1. To supervise the executives to formulate the corporate plan in compliance with a current situation and to serve the national strategic plan, the Ministry of Transport’s strategic plan and the government policy as well as to lay down the annual action plan for the organization management. 2. To control, monitor and assess EXAT’s performance to comply with the corporate plan and annual action plan. 3. To supervise performances relating to accounting system, financial statement and accounting audit to be accurate, complete and reliable including those of internal control and internal audit system as well as adequate and appropriate risk management system by reporting results of performance and problems. 4. To study all laws, cabinet resolutions, rules and regulations applicable to Expressway Authority of Thailand and monitor the updated amendment of laws and regulations. 5. To examine and manage conflict of interest that may occur to Expressway Authority of Thailand. 6. To recruit the governor, assess performance and determine the remuneration. 7. To appoint a committee and sub-committee in order to monitor business undertaken by Expressway Authority of Thailand and perform their duties as assigned by EXAT’s Board of Directors. 47
Committees appointed in accordance with applicable laws Audit Committee Position Term of office No. of Meeting meeting allowance Name/Agency Chairperson Oct 25, 2018-Oct 18, 2019 attended 1. Mr. Warothai Kosolpisitkul (By Board of Director’s Order (Baht) Fiscal Policy Advisor 1/1 13,709.68 (Advisory Economist), Fiscal No. 25/2018 dated Oct 29, 2018) Policy Office, Ministry of Finance 2. Ms. Chunhachit Sungmai Chairperson Nov 21, 2019-Sep 30, 2020 8/8 258,333.33 Inspector General, (By Board of Director’s Order Ministry of Finance No. 10/2019 dated Dec 19, 2019) 3. Mr. Anek Meemongkol Member Oct 25, 2018-Nov 20, 2019 1/1 20,000.00 Deputy Secretary General, Member (By Board of Director’s Order 8/8 220,000.00 Office of the National Economic No. 25/2018 dated Oct 29, 2018) 1/1 20,000.00 and Social Development Council Nov 21, 2019-Sep 30, 2020 8/8 209,333.33 4. Mr. Jessada Promjart (By Board of Director’s Order Advisor and Director No. 10/2019 dated Dec 19, 2019) Oct 25, 2018-Nov 20, 2019 (By Board of Director’s Order No. 25/2018 dated Oct 29, 2018) Nov 21, 2019-Sep 14, 2020 (By Board of Director’s Order No. 10/2019 dated Dec 19, 2019) 5. Mrs. Aoy-atchara Rungrattanaubol Member Oct 25, 2018-Nov 20,2019 1/1 10,000.00 Director of Internal Audit Office (By Board of Director’s Order 8/8 110,000.00 No. 25/2018 dated Oct 29, 2018) Nov 21, 2019-Sep 30, 2020 (By Board of Director’s Order No. 10/2019 dated Dec 19, 2019) Source : Internal Audit Office as of 30 September 2020 Authority and Duty of Audit Committee 1. To establish the Audit Committee’s Internal Audit Charter in compliance with the scope of responsibility of EXAT’s operation. The Charter must be approved by EXAT’s Board of Directors and its suitability must be reviewed at least once a year. 2. To review the efficiency and effectiveness of the processes of internal control, good corporate governance and risk management. 3. To review management revision regarding internal control and risk management following recommendations of the auditor and the internal audit office. 4. To review the quarterly, interim and annual financial reports to ensure that they are prepared completely and correctly and following generally accepted accounting principles and the disclosure of the information is adequate, complete, and reliable. 5. To review EXAT’s operations to ensure that EXAT complies with laws, rules, regulations, procedures, cabinet resolutions, announcements, or orders related to EXAT’s operations. 48
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