IR Home / Director Information : Board Of Directors
Print This Email This
Board Of Directors
  • Profile
  • Scope of Duties and Responsibilities
  • Nomination of the Board
  • Report
 
Mr. Prasong Tharachai
Chairman of the Board of Directors, Authorized Director and Chairman of the Executive Committee
Shareholding (%) 14.007
Academic Degree and Training
  • Ph.D. Honorary Doctorate of Engineering, Faculty of Engineering, Ramkhamhaeng University
  • Master Degree, Master of Engineering, Asian Institute of Technology (AIT)
  • Bachelor Degree, Bachelor of Engineering, Major in Civil Engineering, Faculty of Engineering, Chulalongkorn University
  • Director Accreditation Program (DAP) รุ่นที่ 91/2554 Thai Institute of Director
  • หลักสูตร Role of the Chairman Program (RCP) 34/2014 Thai Institute o f Directors
  • หลักสูตร Chairman Forum R-CF 1/2014 Thai Institute of Directors
Working Experience
2011 - 2015 Vice President of Council of Engineer
2008 - 2010 President of The Engineering Institute of Thailand Under H.M. The King’s Patronage
2004 - 2006 Secretary of Council of Engineer
2003 - 2004 Secretary of The Engineering Institute of Thailand Under H.M. The King’s Patronage
1987 - Present Chairman of Project Planning Service Public Company Limited
1987 - Present Chairman of PPS Design Company Limited
1976 - 1987 Vice President of Southeast Asia Technology Company Limited
1973 - 1976 Project Manager of Pramuan Pattanakan Company Limited
1971 - 1973 Project Manager of Wattana Engineering Consultants Company Limited
1968 - 1969 Field Engineer of Pramuan Pattanakan Company Limited
Mr. Tat Thongpakdi
Board of Director, Authorized Director, Executive Committee and Managing Director
Shareholding (%) 1.42
Academic Degree and Training
  • Master of Engineering Administration, Major in Construction Management, George Washington University, Washington DC, USA
  • Bachelor of Engineering, Major in Civil Engineering, Faculty of Engineering, Chulalongkorn University
  • Director Accreditation Program (DAP) Class 100/2013 Thai Institute of Directors
  • Financial Instruments for Directors (FID) Class 3/2013
  • Successful Formulation and Execution of strategy (SFE) Class 24/2015 Thai Institute of Directors
  • Enhancing Thailand Competitiveness (2015) Thai Listed Companies Association
Working Experience
2013 - Present Board of Director of Project Planning Service Public Company Limited
2013 - Present Managing Director of Project Planning Service Public Company Limited
2012 - Present Executive Committee of Project Planning Service Public Company Limited
1998 - 2011 Project Director of Project Planning Service Company Limited
1988 - 1998 Project Manager of Project Planning Service Company Limited
1986 - 1987 Assistant Project Manager of David Allen Company, Washington D.C., USA
1984 - 1985 Cost Engineer of Thai Konoike Construction Company Limited
Dr. Phongthon Tharachai
Board of Director, Authorized Director, Chairman of the Corporate Governance and Social Responsibility Committee, Risk Management Committee, Vice Chairman of the Executive Committee, Executive Committee and Deputy Managing Director
Shareholding (%) 13.456
Academic Degree and Training
  • Ph.D. Doctor of Engineering (Civil) Kyoto University, Japan
  • Master Degree, Master of Science (Civil Engineering) University of Illinois at Urbaba-Champaign, USA
  • Bachelor Degree, Bachelor of Laws (Honors), Chulalongkorn University
  • Bachelor Degree, Bachelor of Engineering, Major in Civil Engineering, Faculty of Engineering, Chulalongkorn University
  • Future Entrepreneurs Forum (FEF) Class 1
  • Director Accreditation Program (DAP) Class 91/2011 Thai Institute of Directors
  • Executive Development Program (EDP) Class 5/2010 Thai Listed Company Association (TLCA)
  • Future Entrepreneurs Forum (FEF) Class 1 Market for Alternative Investment (MAI)
  • Anti-Corruption Seminar Class 2/2013 Thai Institute of Directors Association
  • Anti-Corruption for Executive Program Class 11/2014 (ACEP 1) Thai Institute of Directors Association
  • CSR Report Class 8/2014 The Stock Exchange of Thailand (SET)
  • Preliminary CSR for Corporate Sustainability Class 8/2014 The Stock Exchange of Thailand (SET)
  • Thai Intelligent Investor Program 2014 Thai Investors Academy
  • Corporate Sustainability Advisory Program 2014 The Stock Exchange of Thailand (SET)
Working Experience
2016 - Present Director of ENSEMBLE EQUITY PTE, LTD
2014 - Present Vice Chairman of the Executive Committee of Project Planning Service Public Company Limited
2013 - Present Deputy Managing Director of Project Planning Service Public Company Limited
2013 - Present Managing Director of PPS Information Consultant Company Limited
2013 - Present Chairman of the Executive Committee of Swan & Maclaren (Thailand) Company Limited
2012 - 2013 Assistant Managing Director of Finance and Administration Department of Project Planning Service Public Company Limited
2011 - Present Board of Director of Project Planning Service Public Company Limited
2011 - Present Executive Committee of Project Planning Service Public Company Limited
2010 - Present Director of Ahead Advisory Company Limited
2004 - 2011 Director of Romano Gatland (Asia-Pacific) Company Limited
2003 - Present Director of Phongtheerathon Company Limited
2003 - 2011 Project Manager of Project Planning Service Company Limited
1998 - 2000 Civil Engineer of Project Planning Service Company Limited
1997 Civil Engineer (Designing) of Siam Innovation Engineering Consultant Company Limited
Mr. Theerathon Tharachai
Board of Director, Executive Committee and Deputy Managing Director of Finance and Administration Department
Shareholding (%) 13.763
Academic Degree and Training
  • Ph.D. Civil Engineer/Construction Management / University of Michigan
  • M.S.E. in Construction Engineer and Management / University of Michigan
  • Executive MBA / Sasin of Chulalongkorn University
  • Bachelor Degree, Bachelor of Engineering, Major in Civil Engineering, Faculty of Engineering, Chulalongkorn University
  • Director Certification Program (DCP) Class 101/2008 Thai Institute of Directors
  • Director Accreditation Program (DAP) Class 68/2008 Thai Institute of Directors
  • Executive Development Program (EDP) Class 4/2009 Thai Listed Company Association (TLCA)
  • Strategic CFO in Capital Markets Program (2015) The Stock Exchange of Thailand (SET)
  • Enhancing Thailand Competitiveness (2015) Thai Listed Company Association (TLCA)
  • CFO in the new financial world (2015) Securities and Exchange Co mmission, Thailand (SEC)
Working Experience
2016 - Present Director of Project Planning Service Company Limited
2016 - Present Assistant Managing Director of Finance and Organization Management of Project Planning Service Company Limited
2016 - Present Director- ENSEMBLE EQUITY PTE, LTD
2015 - Present Deputy Managing Director of Project Planning Service Public Company Limited
2013 - 2015 Assistant Managing Director of Finance and Administration Department of Project Planning Service Public Company Limited
2012 - Present Executive Committee of Project Planning Service Public Company Limited
2010 - Present Director of Ahead Advisory Company Limited
2007 - Present Independent Director and Audit Committee Member, Builder Smart Public Company Limited
2005 - 2013 Director of Property Perfect Public Company Limited
1997 - 1998 Civil Engineer of Thai Obayashi Corporation Limited
Pol. Lt. Gen. Dr. Nukool Jeamanukoolkit
Board of Director, Independent Director, Non-Executive Director and Chairman of the Audit Committee
Shareholding (%) -
Academic Degree and Training
  • Bachelor Degree of Medicine, Siriraj Hospital, Mahidol University
  • Management, Institute of Police Administration, Class 14
  • Director Accreditation Program (DAP) Class 94/2012
Working Experience
2014 - Present Co-director of the Heart Center and Director of the Medicine Center of Chaophya Hospital Public Company Limited
2012 - Present Independent Director, Chairman of the Audit Committee of Project Planning Service Public Company Limited
2011 - 2013 Director of Hospital, Chaophya Hospital Public Company Limited
2008 - 2013 Director of Personnel/Administration, Research and Academic Affairs of Chaophya Hospital Public Company Limited
Mrs. Vipavee Boonyaprasit
Board of Director, Independent Director, Non-Executive Director, Audit Committee, Chairman of the Nomination and Remuneration Committee and The Corporate Governance and Social Responsibility Committee
Shareholding (%) -
Academic Degree and Training
  • Bachelor Degree, Bachelor of Accountancy, Faculty of Commerce and Accountancy, Chulalongkorn University
  • Bachelor Degree, Bachelor of Business Administration, Major in General Management, Sukhothai Thammathirat Open University
  • Director Accreditation Program (DAP) Class 91/2011 Thai Institute of Directors
  • Role of the Compensation Committee 17/2013
  • Anti- Corruption Seminar 2/2013 Thai Institute of Directors
  • Governance as a driving force for business sustainability (2015) The Stock Exchange of Thailand (SET)
  • Anti-Corruption: The Practical guide (2015) Thai Institute of Directors
Working Experience
2015 - Present The Corporate Governance and Social Responsibility Committee of Project Planning Service Public Company Limited
2013 - Present Chairman of the Nomination and Remuneration Committee of Project Planning Service PublicCompany Limited
2012 - Present Independent Director and Audit Committee of Project Planning Service Public Company Limited
1998 - 2010 Audit Partner of Deloilte Touche Tohmastsu Jaiyos Audit Company Limited
1986 - 1998 Vice President, Provident Fund of Dhana Siam Finance Public Company Limited
1975 - 1985 Audit Manager of Jaiyos Advisory Company Limited
Mr. Kachen Benjakul
Board of Director, Independent Director, Non-Executive Director and Audit Committee, The Nomination and Remuneration Committee
Shareholding (%) -
Academic Degree and Training
  • Bachelor of Engineering, Major in Industrial Engineering, Faculty of Engineering, Chulalongkorn University
  • Master of Liberal Arts, Major in Economics and Finance, Faculty of Economics, Chulalongkorn University
  • Director Accreditation Program (DAP) Class 56/2006 Thai Institute of Directors Association
Working Experience
2013 - Present The Nomination and Remuneration Committee of Project Planning Service Public Company Limited
2012 - Present Independent Director and Audit Committee of Project Planning Service Public Company Limited
2009 - Present Audit Committee of Se-Education Public Company Limited
2008 - Present Human Resources Advisor of Plearn Patt Company Limited
2005 - Present Independent Director of Se-Education Public Company Limited

Scope of Duties and Responsibilities of the Company's Board of Directors

  1. Work in accordance with the law, purposes and regulations of the Company as well as resolutions of shareholders’ meetings and approvals of shareholders in meetings on matters including the connected items and the purchase and sales of important properties according to the regulations of the Stock Exchange of Thailand or as specified by any other organization.
  2. Approve the business policies, purposes, operation plans, business strategies and annual budgets.
  3. Appoint personnel who are qualified with no prohibited properties as specified in the Public Company Act 1992 and the legislation on securities and the Stock Exchange of Thailand as well as announcements, rules and/or regulations related to positions of the members of the Board of Directors in case there is a vacancy due to any other reason apart from a retirement on rotation.
  4. Appoint the Executive Committee as well as determine the scope of duties and responsibilities of the Executive Committee.
  5. Appoint Independent Committee and the Audit Committee by considering the qualifications and prohibited properties of Independent Committee and Audit Committee following the legislation on securities and the Stock Exchange of Thailand as well as announcements, rules and/or regulations related to the Stock Exchange of Thailand. Nominations are to be submitted to the shareholders’ meeting for final approval and appointment the nominated persons as members of the Independent Committee and the Audit Committee.
  6. Consider, determine and amend the names of members of the Board of Directors whose authority binds the Company.
  7. Appoint any other person to operate the businesses of the Company under the supervision of the Board of Directors or grant power of attorney to authorize that person and/or within the timeframe deemed appropriate by the Board of Directors. The Board of Directors may cancel, revoke, alter or change such authority at any time.
  8. Approve of a receipt or a sale of security unless such transaction needs an approval from the shareholders’ meeting. Such approval is to be in accordance with the announcement, rules and/or regulations related to the Stock Exchange of Thailand.
  9. Approve a connected transaction unless such transaction needs an approval from the shareholders’ meeting. Such approval is to be in accordance with the announcement, rules and/or regulations related to the Stock Exchange of Thailand.
  10. Approve interim dividend payments to shareholders when the Company has made enough profits and report the payment of dividends to the shareholders in the next shareholders’ meeting.

The allocation of duties and responsibilities of the Company’s Board of Directors is not a grant of authority or part of the authority that allows the Company’s Board of Directors or those with the power of attorney from the Company’s Board of Directors to approve any matter that involves any person in conflict (including themselves) (according to the definitions in the announcement by the Securities and Exchange Commission). This applies for the Company and its subsidiary companies.

Components and the Recruitment of the Board of Directors

  1. The Company comprises at least 5 members in the Board of Directors. At least half of the directors reside in the kingdom and they are to qualify with the regulations det ermined by law.
  2. Members of the Board of Directors are to be elected in a shareholders’ meeting through the following regulations and procedure;
    • Each shareholder is to have the number of votes equals to the n umber of shares one holds.
    • Each shareholder is to use all the votes that one possesses to elect one or more than one person as member(s) of the Board of Directors. However, it is not possible to divide the votes unequally to different candidates.
    • Those candidates who receive the number of votes in descending order are to become the mem bers of the Board of Directors as the number of the Board allows or as the number of vacancy of the Board of Directors to be elected at that time. In case the votes are equal and the number of the members to be elected at that particular time has been reached, the chair man is to provide a final vote on the matter.
  3. At a shareholders’ AGM, at least 1/3 of the members of the Board of Directors are to stand down. If the number of the members cannot be divided into three groups, the number of those standing down has to be closest to 1/3. Those members of the Board of Directors may be reinstated into their positions as members of the Board of Directors should the meeting votes them back. Members of the Board of Directors who are to stand down in the first and second year after the Company’s registration are to be selected randomly. Afterwards, those members who have been in the positions the lo ngest are to stand down.
  4. Any member of the Board of Directors wishes to resign is to submit the resignation to the Company. The resignation takes effect from the date the resignation reaches the Company.
  5. In case there is a vacancy in the Board of Directors that is not due to the termly retirement, the Board of Directors is to select a person who is qualified and is not of forbidden character according to the law to become a member of the Board of Director in the next meeting of the Board of Directors. Unless the remaining term of that Board member is less than two months, the person replacing the Board member may be in the position for the remaining term only. The resolution of the Board of Directors in appointing a person replacing a Board member needs to comprise at least ¾ of the votes of the remaining Board members.
  6. A shareholders’ meeting may vote to ask any Board member to stand down before his/her term ends with at least ¾ of the votes of shareholders who attend the meeting and are eligible to vote with the accumulated shares of those who vote for a member standing down at least half the number of shares held by shareholders who attend the meeting and are eligible to vote.
  7. A member of the Board of Directors may or may not be a sharehol der of the Company.
  8. One board member is to be selected as the Chairman of the Board of Directors. One or more other member (s) may be selected as vice chairman and managing director should the Board deem appropriate. The vice chairman has the duties according to the regulations in businesses assigned by the Chairman of the Board of Directors.
  9. The Board is to be selected Secretary to the board of directors from a board member or not.
  10. In case of vacancy of the Nomination and Remuneration Committee, the board of director will consider a qualified person according to the requirement and propose at the next Annual General Meeting of Shareholders.

Under Construction