1 (Translation) Details of the Nominees Proposed for Election Of

1 (Translation) Details of the Nominees Proposed for Election Of

(Translation) Enclosure No. 6 Details of the Nominees Proposed for Election of the Directors Retiring by Rotation Name : Mr. Dhanin Chearavanont Position : Chairman of the Board and Chairman of the Compensation and Nominating Committee Type of Director to be elected : Director Nomination Criteria and Procedure : Being an existing director of the Company whose qualifications are reviewed by the Compensation and Nominating Committee that he is qualified according to the applicable laws and he has broad knowledge and experiences, which are beneficial to the Company. Family relationship to the Management : Father of Mr. Soopakij Chearavanont, or major shareholders of the Company Mr. Narong Chearavanont and or its subsidiaries Mr. Suphachai Chearavanont Date of First Appointment : 11th February 1993 A number of resuming : 6 The latest appointment : 27th April 2012 Age (years) : 75 Nationality : Thai Education : - Commercial School, Hong Kong - Shantou Secondary School, The People‟s Republic of China - The National Defence College of Thailand Director training programs held by : Director Accreditation Program (DAP) the Thai Institute of Directors Association (IOD) Position in other organization Listed Company in SET : 2 companies - Chairman, Charoen Pokphand Foods Public Company Limited - Chairman, CP All Public Company Limited 1 Non-listed Company in SET : 4 companies - Honorary Chairman, True Move Company Limited - Director, Bangkok Inter Teletech Public Company Limited - Director, Telecom Holding Company Limited - Chairman and Chief Executive Officer, Charoen Pokphand Group Company Limited and its subsidiaries Other organizations that may cause : None conflict of interests to the Company Major work experiences : None Ownership in securities issued by True : None (as of December 31, 2014) Board Meeting Attendance in Year 2014 : 7 times from 9 times Compensation and Nominating Committee : 1 times from 3 times Meeting Attendance in Year 2014 2 Details of the Nominees Proposed for Election of the Directors Retiring by Rotation Name : Mr. Vitthya Vejjajiva Position : Independent Director, Chairman of the Audit Committee and Member of the Corporate Governance Committee Type of Director to be elected : Independent Director Nomination Criteria and Procedure : Being an existing director of the Company whose qualifications are reviewed by the Compensation and Nominating Committee that he is qualified according to the applicable laws and he has broad knowledge and experiences, which are beneficial to the Company. Furthermore, he is an independent director who is qualified according to the regulation of the Capital Market Supervisory Board and the Policy on Corporate Governance of the Company. Family relationship to the Management : None or major shareholders of the Company or its subsidiaries Date of First Appointment : 4th January 1999 A number of resuming : 4 The latest appointment : 27th April 2012 Age (years) : 78 Nationality : Thai Education : - Master Degree of Laws, Harvard University, USA - Master Degree of Arts, University of Cambridge, England - Bachelor of Laws, University of Cambridge, England - Barrister-at-law, Gray‟s Inn Director training programs held by the Thai : - Director Accreditation Program (DAP) Institute of Directors Association (IOD) - Audit Committee Program (ACP) - Chairman 2000 3 Positions in other organization Listed Company in SET : 2 Companies - Independent Director and Member of the Audit Committee, Glow Energy Public Company Limited - Independent Director and Chairman of the Audit Committee, Finansa Public Company Limited Non-listed Company in SET : 2 Companies - Independent Director, Bangkok Glass Public Company Limited - Chairman, K Line (Thailand) Company Limited and its subsidiaries Other organizations that may cause : None conflict of interests to the Company Major work experiences : - Permanent Secretary of the Ministry of Foreign Affairs - Ambassador Extraordinary and Plenipotentiary of the United States of America - Ambassador Extraordinary and Plenipotentiary of Belgium and the European Community - Ambassador Extraordinary and Plenipotentiary of Canada - Director - General of Department of International Economic Affairs Ownership in securities issued by True : None (as of December 31, 2014) Board Meeting Attendance in Year 2014 : 8 times from 9 times Audit Committee Meeting Attendance : 7 times from 7 times in Year 2014 Corporate Governance Committee Meeting : 4 times from 4 times Attendance in Year 2014 Interests in any transaction with : None Company/Parent Company/Subsidiaries/ Associates or any other entities that may have a conflict of interests at present or past two years. 4 Details of the Nominees Proposed for Election of the Directors Retiring by Rotation Name : Dr. Kosol Petchsuwan Position : Independent Director, Member of the Audit Committee and Chairman of the Corporate Governance Committee Type of Director to be elected : Independent Director Nomination Criteria and Procedure : Being an existing director of the Company whose qualifications are reviewed by the Compensation and Nominating Committee that he is qualified according to the applicable laws and he has broad knowledge and experiences, which are beneficial to the Company. Furthermore, he is an independent director who is qualified according to the regulation of the Capital Market Supervisory Board and the Policy on Corporate Governance of the Company. Family relationship to the Management : None or major shareholders of the Company or its subsidiaries Date of First Appointment : 11th February 1993 A number of resuming : 6 The latest appointment : 27th April 2012 Age (years) : 75 Nationality : Thai Education : - Doctor of Philosophy (Engineering), Imperial College London - Bachelor of Engineering, Imperial College London Director training programs held by the Thai : - Director Accreditation Program (DAP) Institute of Directors Association (IOD) - Director Certification Program (DCP) - Audit Committee Program (ACP) - Role of the Chairman Program (RCP) - Financial Institutions Governance Program (FGP) - Finance for Non-Finance Directors (FND) - Monitoring Fraud Risk Management (MFM) 5 - Monitoring of the Quality of Financial Reporting (MFR) - Monitoring the internal Audit Function (MIA) - Monitoring the system of Internal Control and Risk Management (MIR) - Chartered Director Class (R- CDC) - Audit Committee Effectiveness Seminar : What Works Best - Global Practices vs. Practices in Thailand - 2012 Theme : Innovative Approaches to Create Value for Business and Society - IOD Director Briefing 1/2013 Thailand‟s Economic Outlook 2013 - IOD Tea Talk : “Effective Regulation and Corporate Governance in Asia” - The 2nd National Director Conference 2013 “Board Leadership Evolution” - IOD Director Briefing 2/2014 : The Four Pillars of Board Effectiveness - Directors Forum 2014 : Family Business Governance of Sustainability - Improving Corporate Governance Key to Advancing Thailand (the 3rd National Director Conference 2014) Positions in other organization Listed Company in SET : None Non-listed Company in SET : 2 Companies - Member of the National Legislative Assembly - Independent Director and Chairman of the Audit Committee, Industrial and Commercial Bank of China (Thai) Public Company Limited (Formerly named ACL Bank Public Company Limited) Other organizations that may cause : None conflict of interests to the Company Major work experiences : - Director, Mahidol Wittayanusorn School (Public Organization) - President, The Telecommunications Association of Thailand under Royal Patronage - Chairman, The Aeronautical Radio of Thailand Limited - Rector, King Mongkut‟s Institute of Technology Ladkrabang 6 Ownership in securities issued by True : None (as of December 31, 2014) Board Meeting Attendance in Year 2014 : 8 times from 9 times Audit Committee Meeting Attendance : 6 times from 7 times in Year 2014 Corporate Governance Committee Meeting : 4 times from 4 times Attendance in Year 2014 Interests in any transaction with : None Company/Parent Company/Subsidiaries/ Associates or any other entities that may have a conflict of interests at present or past two years. 7 Details of the Nominees Proposed for Election of the Directors Retiring by Rotation Name : Mr. Joti Bhokavanij Position : Independent Director, Member of the Audit Committee, Member of the Finance Committee and Member of the Compensation and Nominating Committee Type of Director to be elected : Independent Director Nomination Criteria and Procedure : Being an existing director of the Company whose qualifications are reviewed by the Compensation and Nominating Committee that he is qualified according to the applicable laws and he has broad knowledge and experiences, which are beneficial to the Company. Furthermore, he is an independent director who is qualified according to the regulation of the Capital Market Supervisory Board and the Policy on Corporate Governance of the Company. Moreover, although he is a director of Loxley Public Company Limited; the company which has a part of its major businesses in technology area that may be similar to some of the Company‟s business segment pursuant to Section 86 of the Public Limited Companies Act B.E. 2535; after careful consideration, he is an independent director of both companies and has independence to express his opinions, suggestions and does not take part in the Company‟s management. Mr. Joti Bhokavanij is therefore qualified to be an independent director of the Company. Family relationship to the Management : None

View Full Text

Details

  • File Type
    pdf
  • Upload Time
    -
  • Content Languages
    English
  • Upload User
    Anonymous/Not logged-in
  • File Pages
    19 Page
  • File Size
    -

Download

Channel Download Status
Express Download Enable

Copyright

We respect the copyrights and intellectual property rights of all users. All uploaded documents are either original works of the uploader or authorized works of the rightful owners.

  • Not to be reproduced or distributed without explicit permission.
  • Not used for commercial purposes outside of approved use cases.
  • Not used to infringe on the rights of the original creators.
  • If you believe any content infringes your copyright, please contact us immediately.

Support

For help with questions, suggestions, or problems, please contact us