Board of Directors and Management of Tokio Marine Life Insurance

Chairman of the Audit Committee

Mr. Boonmee Ngotngamwong

Member of the Audit Committee 

Mrs. Phusadiporn Tangtrongchitr
Mr. Koompol Buasawan
Mr. Alistair Chamberlain

Chairman of the Enterprise Risk Management Committee

Mr. Takashi Saito

Enterprise Risk Management Committee

Mr. Sittichai Uytrakool
Ms. Yuwadee Chalermsripinyorach
Ms. Saitharn Maneemuang
Mr. Suthichai Suwanarat
Ms. Pansupanut Wilaithumrongkul
Ms. Phakarat Muangyunnan
Ms. Chinnapak Tordamrong
Mr. Seung Hwan Chang
Mr. Phong Nivespathomwat
Ms. Darawan Phrutnimit
Ms. Jitra Nakthong
Dr. Chatchai Yachantha
Mr. Atiptan Keitkraivalsiri

Chairman of the Investment Committee 

Ms. Yuwadee Chalermsripinyorach

Member of the Investment Committee 

Mr. Takashi Saito
Mr. Seung Hwan Chang
Ms. Chinnapak Tordamrong
Mr. Shinya Nikawa
Mr. Kouhei Baden

Chairman of the Nomination and Remuneration Committee

Mr. Boonmee Ngotngamwong

Member of the Nomination and Remuneration Committee

Mrs. Phusadiporn Tangtrongchitr
Mr. Shinya Nikkawa

Chairman of the Management Governance Committee

Mr. Takashi Saito

Management Governance Committee

Mr. Sittichai Uytrakool
Ms. Yuwadee Chalermsripinyorach
Ms. Saitharn Maneemuang
Mr. Suthichai Suwanarat
Ms. Phakarat Muangyunnan
Ms. Chinnapak Tordamrong
Mr. Seung Hwan Chang
Mr. Phong Nivespathomwat
Dr. Chatchai Yachantha
Representatives from Tokio Marine Asia 

Chairman of the Product Governance Committee

Mr. Takashi Saito

Product Governance Committee

Mr. Sittichai Uytrakool
Ms. Yuwadee Chalermsripinyorach
Dr. Chatchai Yachantha
Mr. Suthichai Suwanarat
Ms. Phakarat Muangyunnan
Mr. Seung Hwan Chang
Mr. Phong Nivespathomwat
Ms. Darawan Phrutnimit

Head of Corporate Business Line

Head of Business Operation Line

Individual Claim and Corporate Hospital Network Department

Corporate Business Claim Department

Individual Policy Contract Management Department

Legal & Compliance and Corporate Secretary Department

Scope of Authority, Duty, and Responsibility

1. Establish vision, policy, strategy, business targets, and direction. Supervise and control the management to execute as defined.

2. Establish structure and procedures to align with the rules, regulations, and resolutions of the committee and/or shareholders, including business ethics. 

3. Establish structure and procedures for proper risk management, compliance, audit, and internal control.  

4. Establish structure and procedures for maintaining risk-based capital at a stable level, sufficient for business operations, and managing risks.

5. Follow up and evaluate management to ensure the achievement of strategies within the budget approved by the Board of Directors.

6. Establish guidelines for evaluating the performance of top management.

7. Establish guidelines for accounting practices and the maintenance of accounting and related documents, ensuring the proper disclosure of information.

8. Oversee to ensure compliance with the submission procedure of external audit reports and management opinions to the Board of Directors as required by law.

9. Oversee and execute to ensure the executives follow ethical guidelines.

10. Formulate a good corporate governance policy, a policy related to social responsibility, and a policy addressing anti-corruption and bribery.

11. Disclose information concerning conflicts of interest or related activities. 

12. Propose and seek approval from shareholders for significant activities as defined by the Group Company.

Scope of Authority, Duty, and Responsibility 

1. Review financial reporting accurately and thoroughly. 

2. Establish an internal control system and an effective internal auditing system. Consider the independence of the internal audit department, including agreeing to decisions regarding appointment, rotation, and termination of the Head of Internal Audit or any other departments responsible for internal audit.

3. Review the company’s compliance with securities and exchange laws, regulations of the Stock Exchange of Thailand, and other laws related to the company's business.

4. Consider, select, and propose the appointment of individuals with independence to serve as auditors for the company, and propose their compensation. Additionally, attend meetings with auditors without the involvement of management at least once a year.

5. Consider related parties transactions or transactions with the possibility of conflicts of interest to ensure compliance with the laws and regulations of the Stock Exchange of Thailand. Verify that such transactions are reasonable and serve the highest benefit of the company.

6. Regularly report the results of internal control and internal audit to the Board of Directors on an annual basis.

Scope of Authority, Duty, and Responsibility

1. Formulate a risk management policy that includes at least the risks stipulated by law and propose it to the Board of Directors for approval.

2. Establish a risk management strategy aligned with the policy, and assess and monitor the risks to ensure they remain at an acceptable level.

3. Assess the sufficiency of the risk management strategy, including the efficiency of the company’s risk management. 

4. Report the company’s risk management to the Committee on a quarterly basis to seek advice on updates to ensure proper alignment with the policy and strategy.

5. Define the objectives, authority, and responsibilities of the risk management department. 

6. Formulate a policy and guidelines for business continuity and a plan to propose to the Board of Directors for approval. The plan will detail each execution step and will cover at least the steps outlined in the BCM and BCP as stipulated by law.

7. Consult with or conduct a meeting with the Audit Committee as requested by the Audit Committee.

8. Report the results of risk management to the Board of Directors on an annual basis. 

9. Handle other matters as assigned by the Board of Directors.

Scope of Authority, Duty, and Responsibility

1. Formulate an investment policy, an enterprise risk management policy, and appropriate investment-related risk management procedures.

2. Consider and approve investment plans. 

3. Monitor investment performance and implement an appropriate internal control system.

4. Oversee the company’s investments and investment guidelines.

5. Oversee governance, transparency, and the prevention of conflicts of interest.

6. Report investment performance to the Committee on regular basis. 

Scope, Authority, Duty, and Responsibility

1. Consider, nominate, and select qualified individuals for the Board of Directors and Committees to propose to the Board of Directors and/or for approval at the Shareholders meeting, in accordance with the company’s articles of association, as applicable.

2. Consider, nominate, and select qualified individuals for top management positions to propose to the Board of Directors for approval. 

3. Consider defining and revising the remuneration and other incentives for the Board of Directors and top management, and propose them for approval by the Board of Directors and/or for approval at the Shareholders meeting, as applicable, in accordance with the company’s articles of association.

4. Perform other tasks as assigned by the Board of Directors.

Scope, Authority, Duty, and Responsibility

1. To establish, abolish or amend the Company’s mission, vision and management policies, and to oversee and ensure that the Company’s core business operations and other business operations are conducted in line with the aforesaid Company’s mission, vision, policies, business strategy / plan and so forth.

2. To determine and approve, or change, the business strategy, business plan and budget of the Company.

3. To promote and enhance the Company’s corporate brand amongst all stakeholders, and to ensure that prudent corporate governance, transparency and avoidance from conflict of interest are in place and in practice, including the approval, entry into, amendment, or termination of strategic or material business alliances, contracts and agreements with third parties.

4. To oversee and ensure that the affairs of the Company are managed effectively and efficiently without detriment to the well-being of the Company, and that the Company is financially sound and healthy in terms of solvency and cash flow.

5. To approve or consider the acquisition and disposal of material assets (other than investment assets).

6. To cooperate and coordinate with other Committees to exercise the responsibilities of the Management Governance Committee effectively.

Scope, Authority, Duty, and Responsibility

1. Review and approve the company’s annual product calendar, determine product development priorities, and oversee product strategy in alignment with the approved Business Plan.

2. Acknowledge, review, and approve product initiatives, including customer need and suitability, financial contribution, and risk management and mitigation

3. Review and agree on the market competitiveness and positioning of the products

4. Align product development practices in accordance with the framework set out in the product development policy and procedure, including due diligence in accordance with regulatory requirements

5. Approve product specification, pricing, profit testing, and risk/impact assessment according to the Final Feasibility Assessment

6. Ensure that the issuance and offering of products comply with relevant regulations and uphold fair and transparent market conduct throughout the product lifecycle

7. Oversee emerging risks, stress testing, underwriting capacity, and assess reserve and capital adequacy to ensure the Company is financially sound

8. Ensure post-sale evaluation and monitoring, including product performance, complaints, changes in risks, and define corrective actions, as well as monitor the progress of new products and resolve issues from the product development process

Scope, Authority, Duty, and Responsibility

The Dispute Committee serves as a central mechanism connecting the complaint-handling unit, audit/inspection unit, and senior management, as follows:

1. Review complaints and analyze facts and legal issues to determine impacts comprehensively.

2. Establish standards for complaint handling and appropriate, fair approaches to resolving disputes.

3. Make decisions within its authority or propose resolutions to management with complete supporting information.

4. Oversee processes to ensure fairness, transparency, auditability, and the absence of conflicts of interest.

5. Monitor outcomes, analyze root causes, and improve processes to prevent recurrence.