Audit Committee Report

Chai Jroongtanapibarn
Chairman of Audit Committee
17 February 2017

Over the past 2016, the Audit Committee of Major Cineplex Group Public Company Limited is comprised of three independent directors. The Audit Committee is empowered by the Board of Directors.

The Audit Committee has duty which delegated by the Board of Directors to examine financial information and plan, also investigate related transactions which having conflict of interest. The Committee pursues and promotes good corporate governance by actively creating awareness and providing advice to management on sound risk management and internal control practices.

For the fiscal year 2016, the Audit Committee held eight meetings. In such meetings, the Committee met management, internal auditor and external auditor, in which one meeting met auditor without executive management.

In such meetings, the Audit Committee met independently with the management, the internal and external auditors of the Company, conducted reviews and evaluations of accounting policies, the procedures relative to the accounting policies, the internal control assessment, and the audit plan. The Audit Committee also verified and accepted every quarterly financial statements and provided assessments and recommendations to the Board of Directors. Where weaknesses were identified in internal controls, corrective action plans were established to eliminate or reduce the associated risks.

The Internal Auditor serves to identify and verify business risks and control weaknesses within the Company by carrying out audit activities systematically. The reports on compliance with good internal control practices and procedures with recommendations were discussed with the relevant management team to incorporate their agreed action plans and submitted to the Audit Committee. Furthermore, the Internal Auditor has held regular meetings with the Audit Committee to give updates on audit results. The Audit Committee is fully committed to ensure that both corrective and preventive actions are taken in an effective and timely manner.

The Audit Committee provided the following opinions:

  1. The Company's 2016 financial reports are accurate, complete and reliable.
  2. The Company's assets are safeguarded, proper accounting records are maintained, and resources are utilized effectively and efficiently.
  3. The Company complied with the securities laws, the Exchange's regulations, and other laws relating to the Company's business.
  4. Mr.Kajornkiet Aroonpirodjanakul of PricewaterhouseCoopers ABAS, the Company's auditor, is suitable and provided appropriate services.
  5. The related transactions arising in 2016 were rational and made for the optimal benefits of the Company.

Accordingly, the Audit Committee has recommended to the Board of Directors that Mr.Phaiboon Tunkul Certified Public Accountant No. 4298, Mr.Kajornkiet Aroonpirodjanakul Certified Public Accountant No. 3445 Mr.Boonlert Kamolchanokkul Certified Public Accountant No. 5339 and Mr.Chanchai Chaiprasit Certified Public Accountant No. 3760 of PricewaterhouseCoopers ABAS Company Limited, be appointed as the Company's auditor for the fiscal year ending 31 December 2017. The appointment of the auditor and acceptance of its fees will be subjected to the approval of the shareholders at the Annual General Meeting to be held on 5 April 2017.