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BUSINESS OPERATION AND OPERATING RESULTS CORPORATE GOVERNANCE FINANCIAL STATEMENTS ENCLOSURES
Report of Corporate Governance
Summary of Achievements of the Board of Directors
The achievements of the Board of Directors in 2020
• Consideration and approval of auditor(s) and appropriate remuneration as proposed by the Audit Committee
prior to the proposal to the shareholders for approval in the Annual General Meeting
• Consideration and approval of the Directors whose terms expired by rotation to be Directors of the Company
for another term and consideration and approval of director remuneration proposed by the Nomination and
Remuneration Committee, prior to the proposal to the shareholders for approval in the Annual General Meeting
• Approval of the 2021 Strategy and Budget
• Approval of the interim dividend and consideration and approval of the dividend for the Year, to be proposed
to the shareholders for approval in the Annual General Meeting
• Consideration of 2020 Financial Statements and the performance
• Consideration of Q1/2020 Financial Statements and the performance
• Consideration of Q2/2020 Financial Statements and the performance
• Consideration of Q3/2020 Financial Statements and the performance
• Consideration of new business investment
• Consideration and announcement of the Board Charter as the guidelines for Directors as well as revision of
Sub-committee’s charters
• Consideration and approval on the increase of the Company’s capital from Baht 1,067,000,000 to 1,150,000,000
Nomination, Development, and Performance Evaluation of Directors
1. Nomination of Independent Directors
The Nomination and Remuneration Committee nominates the persons to be Board Directors by considering
qualification of the capabilities, positive professional and personal reputation, good moral principles as well as who are
considered to be well-suited for the Company’s businesses.
1. The selection and nomination for appointment of new non-executive Board Directors and Independent Directors,
together with members of the Board Committees, should be aligned with both the short term and long term
strategies of the Company, as well as should support its business operations; whereby the desired qualifications,
capabilities, various characteristics and degree of independence of such nominees should also be documented
in a ‘Board Skills Matrix’.
2. The composition of the qualifications of the Board Directors should be diverse in accordance to the established
policy to have a Board of Directors that include people with differing and a diverse set of qualifications.
3. A Professional Search Firm or a Director Pool should be used in recruiting and nominating any new Board
Directors.
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