Krungthai Bank realizes the importance of conducting business with transparency, honesty and fairness according to the principles of good corporate governance to have efficiency and excellence in business. The Bank also operates business on the basis of ethical responsibility for all groups of stakeholders. This will build confidence and benefits to the shareholders and make the Bank have sustainable and inclusive growth.  

       The Board of Directors has worked by strongly adhering to the principles of good corporate governance and encouraged directors, executives and employees at all levels to adhere to and comply with corporate governance policy. This will lead to a culture that creates good corporate governance within the organization and raises the Bank's corporate governance to meet international standards. The Board of Directors is aware of its duty for the utmost benefit of the Bank and shareholders. The duty and responsibility of the Board of Directors and the management have been separated obviously. The Board of Directors is responsible for formulating policy and overseeing the Bank’s systems to be in accordance with law and ethics

       As at December 31, 2021, the Board of Directors consisted of 12 members who are suitable with the size of the organization and they can perform their duties effectively as well as behaving with appropriate balance of power. The members have gone through the recruitment process of the Nomination and Remuneration Committee in accordance with legal procedures, good corporate governance principles and director recruitment policy. Directors were considered recruiting from various sources including the director pool to acquire persons with expertise according to the specified skill matrix that is consistent with the Bank's current and future missions and strategies.

       The structure of the Board of Directors consist 1 executive director and 11 non – executive directors, 6 independent directors which are 50% of the total numbers of the Directors. In this regard, it shaped the ratio of Independent Directors of the Bank to exceed the requirement from the Securities and Exchange Commission (SEC) stating that at least one third of the Board of Directors must be the Independent Directors and it must not be less than 3 Independent Directors. To prove that their roles are transparently counterbalance, the Chairman of the Board of Executive Directors and President shall not be the same person. In addition, there are 2 female Board of Directors, Dr. Kulaya Tantitemit and Ms.Nitima Thepvanangkul, which are 16.66 of the total numbers of the Directors and 9 Board of Directors have relevant work experience in the business sector. And the Board of Directors has 4 years of average tenure. 

Structure of the Board of Directors and Organization

      The person taking the Director position shall pass the nomination procedures of the Nomination and Remuneration Committee as stipulated by law and good corporate governance principles. The proportion and composition of the Board of Directors are taken into consideration during the nomination process. The Committee considers candidates from various sources, including the Director Pool and nominations from shareholders. This is to ensure that the Committee nominates candidates with expertise that matches the required skill matrix derived from the Bank’s present and future missions and strategies, as well as sustainable growth. The candidates must not possess any of the prohibited characteristics as stipulated in the regulations of relating authorities and of the Bank. Therefore, the Board of Directors consists of a group of persons with diverse qualifications in terms of skills, experience and expertise that are beneficial to the Bank. The Board shall be composed of at least 1 person having knowledge or working experience related to the commercial banking business, at least 1 person in accounting and finance, and at least 1 person in information technology. Personal differences in religion, culture, ethnic, nationality, gender, age, etc. shall not be grounds for discrimination or limitation for holding the office of director.

The Nomination Committee shall consider the qualifications of the Bank’s Directors as follows:

• Must possess director qualifications as specified in the Public Limited Companies Act, Financial Institutions Businesses Act, Standard Qualifications of Directors and State Enterprise Employees Act, Securities and Exchange Act, Royal Decree Regulating on Electronic Payment Services, laws and regulations of the regulatory agencies related to the business operation and regulations of the Bank as well as no unreliable characteristic according to the notification of the Securities and Exchange Commission, Thailand.
• Have knowledge and expertise according to the skill matrix specified by the Bank which is derived from the Bank’s mission and strategy. Hence, the Board of Directors shall be composed of persons with diverse qualifications such as skills, experiences and specialized abilities. The Board of Directors must consist of at least one person with knowledge or experience related to commercial banking business, at least one person with knowledge or experience related to accounting and at least one person with knowledge or experience related to information technology.
• Able to perform duties, independently express their opinions, and dedicate sufficient time to perform duties.
• Holding positions in other companies:
  • Holding a director or an executive director position in other companies in no more than 3 businesses.
  • Holding a director position in no more than 5 listed companies in Thailand or abroad (including Krungthai Bank Public Company Limited but excluding companies from debt restructuring)

Director Skill Matrix
: Expertise (at least 3 years’ experience in the field, specify only the two fields with most experience)
* Business experience means having at least 3 years of experience in private companies, state enterprises, or non-governmental organizations.
** The criteria are as stipulated in the Notification of the Capital Market Supervisory Board No. Tor Chor. 39/2559, the Notification of the Bank of Thailand No. Sor Nor Sor. 10/2561, and the Charter of the Independent Director Committee.

      Krungthai Bank has a clear statement to not providing financial support or making contribution to political parties, which can be found in the Code of Conduct. In 2021, no contributions were made to support any political organizations and political campaigns. However, we recognize that bank and financial sector could collaboratively drive sustainability advancement at industry level as well as enhance Thailand’s competitive edge in global market. As the Bank considers the positive impact in supporting sustainability-focused development of practices, policies and regulations, we engage with banking associations and trade associations and transparently contributes to these certain groups via membership fees, as the below figures.

By Association

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