Page 127 - Thailand Post Annual Report 2024

Part 1
Overview of the Organization
Part 2
Business Trends
Part 3
Business Model
Part 4
Strategies and Resource Allocation
Part 5
Risk
Part 6
Corporate Governance
Part 7
Operating Results
Part 8
Other Information
Criteria for Independent Director Selection
Independent directors are an important mechanism for good corporate governance. Independent directors have a duty to support policies that benefit shareholders or to oppose when the company may make non-transparent decisions, which may affect the interests of shareholders and other stakeholders. The selection of independent directors is therefore the nomination of outside directors, i.e., non-executive directors who do not involve in routine management and are not major shareholders. In other words, the directors must be independent from the control of executives and major shareholders, and must not be involved or have any stake in the financial and administrative aspects of the business, such as giving or receiving financial assistance, holding shares in subsidiaries of the business, being a worker or employee of a major shareholder, or being a consultant with a regular salary, etc.
The number of independent directors should be sufficient to create a counter-balance to the decision-making power of the entire Board of Directors. This is to ensure that the company's management is transparent and for the benefit of overall shareholders. The Principles and Guidelines on Good Corporate Governance in State Enterprises B.E.2565 (2022) and the operational guidelines require that the number of independent directors must not be less than one-third of all directors, and that the Chairman should be an independent director, unless otherwise stipulated by relevant laws and regulations. In case that the Chairman is not an independent director, the Board should establish a process that would create a counter-balance to the power of the Chairman and contribute to independent work.
List of Independent Directors in the Board of Directors
1 2 3 4 5 6 7 8
No.
Directors
Period of office in 2024
Mr. Rathapol
Bhakdibhumi
Pol. Gen. Sompong
Chingduang
1 January - 31 December
1 January - 31 December
Prof. Parichart
Sthapitanonda, Ph.D.
1 January - 31 December
Seree
Nonthasoot, Ph.D.
1 January - 31 December
Asst. Prof. Somchai
Supphatada
1 January - 31 October
Asst. Prof. Ake
Pattaratanakun, Ph.D.
1 January - 31 December
Mr. Chutidej
Chayuti
19 August - 31 December
Narongchai
Wongthanavimok, Ph.D.
16 December - 31 December
Annual Report 2024 125