Page 195 - One report AUCT2024_Eng

Report of the Nomination and Remuneration Committee
The Nomination and Remuneration Committee consists of 3 independent directors and 1 director who are Mrs. Wilaiwan Srisamrual as Chairman, Assoc. Prof. Dr. Sauwanee Thairungroj as Chairman, Assoc. Prof. Dr. Paiboon Sareewiwatthana, and Dr. Theerathon Tharachai. In 2024, the Nomination and Remuneration Committee has arranged 2 meetings and directors attended all 2 meetings. A summary of the operational work is as follows:
1. Considered the 2024 remuneration and the 2023 bonus for non-executive directors in order to propose it to the Board of Directors and the Shareholders' Meeting for approval. Consideration of remuneration was based on the overall assessment of directors’ performance, responsibilities and its appropriateness, and the 2024 performance including comparing it to the remuneration of other companies in the same or similar industry.
2. Considered recruiting directors who have appropriate qualifications which are in accordance with the components and the structure of directors based on the Company's business strategy to replace retired directors. There was proposed to appoint Assoc. Prof. Dr. Paiboon Sareewiwatthana, Mr. Sarawut Charuchinda and Mr. Weidt Nuchjalearn who retire by rotation to be the directors of the Company for another term and proposed to appoint Mr. Somyod Suteerapornchai as Independent Director and Mr. Sutee Samathi as Direct to approval by the Board of Directors and the shareholders meeting, respectively.
3. Consider the appointment of directors and executives to increase the efficiency of duties of the Board of Directors and the sub-committees. There was proposed to appoint Mr. Suvit Yoadjarust as Vice Chairman, Mr. Somyod Suteerapornchai as member of the Audit Committee, and Mr. Sutee Samathi as Executive and Sustainable Development Committee and Managing Director.
4. Considered the increase in 2025 salary budget and 2024 annual bonus payment for the Executive and Sustainable Development Committee, Chief Executive Officer, Managing Director, and employees.
5. Evaluated the 2024 performance of the Executive and Sustainable Development Committee, Chief Executive Officer, and Managing Director.
Attachment 6
บริษัท สหการประมูล จากัด (มหาชน)
195
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