Page 52 - กฎบตรคณะกรรมการบรษท และคณะกรรมการชดยอย_ป 2565

Notification of the Insurance Commission
Re: Criteria, Procedures and Conditions for Receipt and Payment of Money,

Audits and Internal Control of Life Insurance Company B.E. 2557 (2014) and
No. 2 B.E. 2563 (2020)

Chapter 4 Section 19: Qualifications of the independent directors

(1) Must not hold more than 1% of voting shares of the company, parent

company, subsidiary, associate company, major shareholder or a controlling
person, including shareholding of persons related to that member.

(2) Must not be or has never been an executive director or being an employee,

staff, a regularly paid adviser or authorized manager of the company, parent
company, subsidiary, associate company, subsidiary in the same level,
major shareholder or a controlling person, except those whose terms in

aforementioned positions have expired for more than 2 years on the date
appointed as a member. This prohibition shall not apply to the independent

director who used to work as government officials or the advisers to
government agencies who are the major shareholders or the persons who
have the authority to manage the company.

(3) Is not a person with a blood relationship or being legally registered as

the parents, spouse, sibling and offspring including the spouse and
offspring of the other board member, management, major shareholders,
a controlling person or a person who is about to be nominated to

a management position or a person with an authority to manage in
the company or subsidiary company.

(4) Must not have or has never have a business relationship with the company,

parent company, subsidiary, associate company, major shareholder or
a controlling person in such a way that might hinder an independent use of

judgment and is not or has never been a significant shareholder or a person
with an authority to manage that has a business relationship with
the company, parent company, subsidiary, associate company, major

shareholder or a controlling person, except where the terms in such
positions have expired for more than 2 years on the date of appointment.

สายงานสํานักเลขาZิกา องคNก บ ิษัท เมืองไทยป ะกันชีวิต จํากัด (มหาชน)
50
Corporate Secretariat Office Division, Muang Thai Life Assurance PCL.