Nomination and Remuneration Committee
The details as of 31 December 2017
The Nomination and Remuneration Committee was established by the Raimon Land Plc’s Board of Directors at the Board of Directors’ Meeting No. 10/2558 on November 27th, 2015 to restructure the sub-committee by dissolved Remuneration Committee and established new Nomination and Remuneration Committee to provide support to the Board of Directors with respect to the consideration of the recruitment and selection process of the nomination of directors and the recommendation of qualified candidates to the Board for consideration prior to nomination proposal at the Shareholders Meeting for further approval and appointment. The Nomination and Remuneration Committee also review the compensation package of directors and senior executives for further recommendation to the Board of Directors.
The Nomination and Remuneration Committee is comprised of three directors. Members of the Nomination and Remuneration Committee are as followings:
|Nomination and Renuneration Committee Members during 2017||Position Title||Number of Attendance / Number of Meetings|
|1. Mr. Pradit Phataraprasit||Chairman of Nomination and Remuneration Committee (Independent Director)||2 / 2|
|2.Mr. Kitti Gajanandana (1)||Member of Nomination and Remuneration Committee (Independent Director)||1 / 1|
|3. Mr. Lee Chye Tek Lionel||Member of Nomination and Remuneration Committee||2 / 2|
|4. Mr. Weidt Nuchjalearn (2)||Member of Nomination and Remuneration Committee (Independent Director)||1 / 1|
(1) Mr. Kitti Gajanandana retired by the term of office since 24 April 2017
(2) Mr. Weidt Nuchjalearn was appointed to be Nomination and Remuneration Committee member in place of Mr. Kitti Gajanandana since 16 May 2017
Secretary to Nomination and Remuneration Committee
|Ms. Walapa Poolsap||Vice President – Human Resource|
Scope of Authority, Duties and Responsibilities of the Nomination and Remuneration Committee
Nomination - The Committee is responsible for:
- Define the procedure, criteria and qualification for director nomination, with a focus on skills, experience, specific capabilities beneficial to the Company, dedication of time and personal endeavor to perform as directors.
- Search and select qualified experts for directors and nominate to the Board of Directors to seek approval for appointment from the annual general shareholders’ meeting.
- Identify, and making recommendations to the Board for the appointment of the Chief Executive Officer, having regard to skills, experience and expertise.
Remuneration – The Committee is responsible for:
- Review, and make recommendations to the Board on the Company’s remuneration framework for directors. The director remuneration is to be set to attract the best candidates for the Board while maintain a level commensurate with boards of similar size and type.
- Review and approve the remuneration packages to be awarded to senior executives.
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).