Page 14 - Anual report STi 2022_eng

Report of the Nomination and

Remuneration Committee

In the year 2022, the Nomination and Remuneration Committee of
Stonehenge Inter Public Company Limited held two meetings to screen the
nomination of directors and to consider the remuneration of directors and
senior executives of the Company, and the annual remuneration of senior
executives and employees. The details of the meeting attendance of each
member of the Nomination and Remuneration Committee are as follows:

1. Mr. Jumpol Sumpaopol Meeting Attendance
Chairman of the Nomination and 2/2 Times
Remuneration Committee
2. Assoc. Prof. Dr. Sarayut Nathaphan 2/2 Times
Member of the Nomination and
Remuneration Committee
3. Mr. Worawat Srisa-an 2/2 Times Mr. Jumpol Sumpaopol
Member of the Nomination and Chairman of the Nomination and Remuneration Committee
Remuneration Committee of Shareholders for the year 2022 resolved to approve the
4. Mr. Somkiat Silawatanawong 2/2 Times remuneration of the Board of Directors and subcommittees in
Member of the Nomination and
Remuneration Committee the amount not exceeding 5,500,000 baht.
Consider criteria for bonus payment and salary
Summary of important performance in the year 2022 as adjustments for executives and employees to propose to the

follows: Board of Directors for approval, considered in accordance with
Consider and determine the qualifications and suitability economic conditions and overall performance of the Company
of four directors whose terms of office expired at the Annual in 2022.
General Meeting of Shareholders and proposed to the Appraise the performance of the Chief Executive Officer
shareholders' meeting for approval, proposing the appointment to review the performance of the Chief Executive Officer to
of directors who retired by rotation to resume the position of determine the appropriate remuneration for the Chief Executive
director of the Company and members of sub-committees for Officer.
another term, based on the skills diversity of knowledge, Supervise and monitor the Management to prepare a
expertise, skills and experiences that are beneficial to the succession plan for senior executive positions of the Company,
business operations of the Company. During the month of including identifying the right persons with appropriate
October-December 2021, the Company allowed minority knowledge and qualifications to receive training according to
shareholders to nominate candidates for the Board of Directors personnel development plans in both hard skills and soft skills,
before proposing to the shareholders' meeting for approval. In which in the year 2022, the Management presented to the
2022, no shareholders nominated the candidate. Nomination Committee and considered the progress in

Consider and determine the rate of remuneration for the selecting personnel with outstanding performance and
Board of Directors and sub-committees, and the amount of succession potential for a management position.
remuneration for the year 2022 to be proposed to the Board Appraise the performance of the Nomination and
of Directors for approval and to be proposed to the Annual Remuneration Committee for the year 2022 to develop their
General Meeting of Shareholders for approval, based on the duties to be effective, and review the Charter of the Nomination
duties and responsibilities assigned and comparable to listed and Remuneration Committee annually in accordance with the
companies in the same industry. The Annual General Meeting principles of good corporate governance.

12 Annual Report 2022 (56-1 One Report)