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Independent Directors
OIC's Notification Re: Corporate Governance of Life Insurance Companies dated 10 January
2019 prescribed the characteristics of independent directors as follows:
Clause 8 (2) “Independent director shall not be less than one-quarter (1/4) of total number
of Directors.”
Clause 10 “Independent director under Clause 8 (2) shall be in accordance with
the following regulations.
(1) Holding no more than 1% of total voting shares of the company, its parent
company, subsidiary, affiliate, major shareholder, or controlling person of
the company. Shares held by related persons of such independent director shall
also be included.
(2) Not currently be or never been the company’s executive, worker, employees,
salaried consultant, or controlling person of the company, its parent company,
subsidiary, affiliate, same-level subsidiary, major shareholder, or controlling
person of the company unless the foregoing status has ended not less
than two years prior to the date of appointment. Such prohibited characteristic
shall not include the case where the independent director used to be
a government official or advisor of a government unit that is a major
shareholder or has control over the company.
(3) Not by blood related with or by legal registration as father, mother, spouse,
sibling, and child, including spouse of child of other directors, executive, major
shareholder, controlling person, or person who will be nominated as directors,
executives, or controlling persons of the company or its subsidiary.
(4) Not currently have or never had business relationship with the company,
its parent company, subsidiary, affiliate, major shareholder, or controlling
person of the company in the way that such relation may impede the person
from having independent views. In addition, the person should not currently
be or never be a significant shareholder or controlling person of persons having
business relationship with the company, its parent company, subsidiary,
affiliate, major shareholder, or controlling person of the company unless
the foregoing status has ended not less than two years prior to the date of
appointment.
สายงานสํานักเลขาZิกา องคNก บ ิษัท เมืองไทยป ะกันชีวิต จํากัด (มหาชน)
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Corporate Secretariat Office Division, Muang Thai Life Assurance PCL.