Duties and Responsibilities of the Audit Committee

Internal Audit

• Review the Internal Audit Unit Charter before it is submitted for approval by the Board of Commissioners and ratified by the Board of Directors.
• Enhance the independence of the internal audit function from undue management pressure.
• Review and provide input on the annual audit work program prepared by the Internal Audit Unit.
• Review the activities, organizational structure, and personnel qualifications of the Internal Audit Unit to ensure that the Unit can work independently, effectively, objectively, and with adequate resources to perform its functions in accordance with applicable auditing standards.
• Review the adequacy, independence, and effectiveness of the implementation of the internal audit function.
• Review the internal control system and provide recommendations for improvements to internal control weaknesses.
• Study the summary of reports prepared and submitted by the Internal Audit Unit to management, as well as management’s responses to the summary.
• Hold regular meetings with the Internal Audit Unit to discuss internal audit findings and/or follow-up actions taken by the Board of Directors on such audit findings.

External Audit

• Provide recommendations to the Board of Commissioners on the appointment, replacement, and/or dismissal of the external auditor by considering legality, competence, independence, quality, and cost.
• Review the non-audit services permitted to be provided by the external auditor to the Company in accordance with applicable regulations.
• Review the audit plan, including scope, procedures, and audit provisions, to ensure completeness of coverage, minimization of unnecessary efforts, and effective use of audit resources.
• Monitor discussions of audit findings by the external auditor with management.
• Review the adequacy, independence, effectiveness, quality, and cost of the external audit.
• Review significant changes required in the external auditor’s audit plan, any difficulties encountered during the audit and their resolution, and other matters related to the implementation of the audit.
• Provide an independent opinion in the event of a disagreement between management and the external auditor regarding the services provided.

Financial Statements

• Review the accounting principles and reporting practices applied by the Company in presenting financial statements to ensure compliance with applicable accounting standards.
• Review the financial statements to be issued by the Company.
• Discuss with the Board of Commissioners and management regarding important or material information to be disclosed to the public.

Compliance

• Review the Company’s compliance with laws and regulations related to the Company’s operational activities and regulations applicable in the capital market.
• Ensure that management has implemented good corporate governance.

Risk Management

• Review the risk management system, including key risks (taking into account financial, operational, compliance, and information technology risks).
• Review the risk identification process and the implementation of risk management conducted by management, as well as plans to mitigate such risks.
• Ensure that the internal audit unit and external auditor have considered the Company’s high-risk activities in their audit plans.
• Ensure that the Company operates within a reasonable level of risk tolerance.

Related Party Transactions and Conflicts of Interest

• Review transactions with affiliated parties that may give rise to conflicts of interest.
• Review potential conflicts of interest arising from transactions between the Company and subsidiaries, directors, and/or controlling shareholders.
• Provide advice to the Board of Commissioners on potential conflicts of interest.
• Refrain from participating in the discussion of transactions with affiliated parties if the relevant Audit Committee member has a conflict of interest in the transaction.

Handling of Complaints

• Review complaints from third parties related to accounting and financial reporting processes and forward the complaints to the relevant parties.
• Monitor follow-up on complaints related to the Company concerning accounting, internal control, fraud, and alleged improper management behavior that may disrupt Company operations, such as dishonesty, unethical conduct, conflicts of interest, providing inaccurate or misleading information to the public, and non-compliance with applicable laws and regulations.
• Request an investigative audit on complaints by coordinating with management or other parties when required.
• Report the results of the review to the Board of Commissioners and monitor follow-up actions if requested by the Board of Commissioners.

Other Matters

• Carry out other supervisory duties as requested by the Board of Commissioners.
• Review the Audit Committee Charter as needed and propose amendments for approval by the Board of Commissioners.

Authorities of the Audit Committee

• Access the Company’s documents, data, and information regarding employees, funds, assets, and other Company resources necessary for performing its duties.
• Communicate directly with employees, the Board of Directors, and parties performing internal audit, risk management, and external audit functions related to the Audit Committee’s duties and responsibilities.
• Provide recommendations for improving operational performance and oversight to management based on reports from Internal Audit and the external auditor.
• Engage independent parties outside the Audit Committee members when needed to support the execution of its duties.
• Provide an independent opinion in the event of a disagreement between management and the external auditor.
• Exercise other authorities granted by the Board of Commissioners.