CORPORATE GOVERNANCE POLICIES, PRINCIPLES & GUIDELINES

MAPCO’s Board and its responsibilities

Board of Directors comprises Directors, Executive Directors and Independent Directors. Board of Directors must meet at least once in every four-month time. Board of Directors set the policies, strategies and is responsible for sustainable growth, sustainable development and continual prosperity and improvement of MAPCO.

BOD is headed and presided over by Chairman who is appointed by Shareholders. Managing Director serves as the Secretary to the Board. Board of Directors may appoint a Vice Chairman or Vice Chairmen by selecting a member or members or non-members of the Board. If so Vice Chairman (or Vice Chairmen) is (are) appointed, he (they) will be responsible only for advisory and honorary purpose. Board Committees are formed by the approval of Board of Directors on the proposal made by Chairman and Managing Director.

The Board of Directors of MAPCO is to ensure and to be responsible for the following matters:

  1. strategic guidance for MAPCO
  2. effective monitoring of business plans, directions and business policies
  3. sustainable business growth and development
  4. shareholders’ profitability and benefit in the long term
  5. effective and efficient Good Corporate Governance System
  6. matters as mentioned in Company law, other laws, rules and matters as mentioned in MAPCO’s MOA and AOA

Role of the Board of Directors

Three important institutions have direct responsibility for shaping the future of MAPCO; its shareholders (usually acting in annual general meetings), the Board of directors and the MAPCO’s executive management and staff members. The shareholders appoint the Board and control the MAPCO’s constitution- the Memorandum and Articles of Association. Executive management and staff utilize and optimize the resources of MAPCO in pursuit of its strategic objectives and in compliance with the policies determined by the Board to achieve the goals.

Between the shareholders and management stands the Board of Directors.

The Board of MAPCO takes collective responsibility for:

  1. Reviewing and determining the Group’s strategic objectives.
  2. Determining the Group’s key policies
  3. Determining the Group’s values and standards
  4. Establishing the framework of controls which enable risk to be assessed and managed
  5. Establishing the culture of MAPCO
  6. Ensuring that the necessary human and financial resources are in place
  7. Monitoring progress towards the achievement of objectives and compliance with policies, values and standards
  8. Giving an account of the Group’s activities to its stakeholders.
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