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Tycoons Worldwide Group (Thailand) Plc.


                           6. Policy of corporate social responsibilities

                                 Policy of corporate governance of the Company please refer to our website
                           (www.tycons.com) corporate governance of Investor Relations page.

                                 6.1 Overview of the Policy and Corporate Governance Practice Guidelines


                                        6.1.1 Policy Responsibilities of the Board

                           1.  Leadership and vision
                                 The Board of Directors plays a role in setting the company’s goal, mission of the company,
                           and budget, and moreover oversees the company operation in response to its goal. The Board of
                           Directors also makes comments on the internal control and audit system along with manage the risk
                           to maximize the company’s profitability.

                                 2.  Risk Management
                                   The Board of Directors adopted a risk management system for all material and controllable
                           risk which is related to the company’s business objective, business strategy, finance, production
                           and operation. Risk management is carried out on the basis of probability that an identified risk may
                           materialize and the likely impact of it on the business may be presented. In response to that, clear
                           preventive and mitigation measures must be established and the systems to assess monitor and
                           report on risks shall be set up. Management of the company is responsible for regularly reporting
                           to the Audit Committee and the Board on its operation plans and performance.

                           3.  Independence and Impartiality of Directors
                                   The Board of Directors shall perform its duty and exercise its discretion independently from
                           the Management and major shareholders. Each director has the duty and independence to ask
                           questions, express opinions or make objection and vote as he or she sees fit in relation to all matters
                           affecting the interests of the Company, shareholders or stakeholders.

                           4.  Qualifications of Directors
                                   The Board of Directors shall consist of various qualities including age, profession, and
                           knowledge which are beneficial for the company operation and can bring about fresh perspective.
                           Directors must be prepared to give adequate time and effort to perform their duties to the fullest
                           extent with high ethical standard.

                           5.  Qualifications of Audit Committee / Independent Directors
                                      The Board of Directors shall ensure that the qualifications of independent directors are in line
                           with the Stock Exchange of Thailand’s requirements as follows:

                                              1. Holding shares of no more than five percent of the paid-up registered capital of the
                           Company, spaffiliated companies, associated companies or other related companies. This shall
                           include shares held by related persons.

                                              2. Being a non-executive director of the Company, affiliated companies, associated
                           companies and related companies or its major shareholders including not being an employee, staff



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