Nomination and Remuneration Committee

Resolution was passed during Board of Directors’ Meeting No. 10/2015 to dissolve the Remuneration Committee and establish the Nomination and Remuneration Committee. The Nomination and Remuneration Committee shall have additional tasks in relation to selecting as well as evaluating the board of directors and examining skills and characteristics required in board and key management candidates.

The Nomination and Remuneration Committee is comprised of three directors. Members of the Nomination and Remuneration Committee are as followings:

Name Position Title Number of Attendance
/ Number of Meetings
1. Mr. Pradit Phataraprasit Chairman of Nomination and Remuneration Committee (Independent Director) 5/5
2. Mr. Kitti Gajanandana Nomination and Remuneration Committee Member (Independent Director) 5/5
3. Mr. Lee Chye Tek Lionel Nomination and Remuneration Committee Member 5/5
Scope of Authority, Duties and Responsibilities of the Nomination and Remuneration Committee
  • Provide guidelines for the remuneration of Directors in order to propose to the Board of Directors, which must be ultimately approved by the shareholders.
  • Provide guidelines for the remuneration of the Chief Executive Officer in order to propose to and for approval by the Board of Directors.
  • The Nomination and Remuneration Committee has the authority to summon executives or related persons to a meeting in order to provide additional explanation and information.
  • The Nomination and Remuneration Committee may seek advice from experts at the expense of the Company in order to perform their duties in accordance with the Charter.
  • The Nomination and Remuneration committee’s duties are assigned by the Board of Directors.

Each term of Nomination and Remuneration Committee member shall be 3 years. The Nomination and Remuneration Committee members who complete the term may be reappointed. In case of vacancy due to the reason other than the expiration of the term, the Board of Directors shall appoint a director who is qualified according to the requirement by the Stock Exchange of Thailand. The appointed director shall serve the remaining period of the term.

Appointment of Nomination and Remuneration Committee Member

The Board of Directors takes into consideration personal qualification and appropriate member composition for the committee during nomination process. Nevertheless, in the case there is no qualified person, the Board of Directors may institute a special committee, comprised of the Company’s directors and/or external advisors, to nominate Nomination and Remuneration Committee member(s).