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9. Communication channel(s) for direct inquiry about directors’ activities, corporate governance, and auditing issue(s) via emails of independent directors shall be provided for minor shareholders. Furthermore, minor shareholders are able to send their inquiry directly to Company Secretary for asking necessary information.
10. Shareholdingstructureofsubsidiariesandassociatedcompanies(ifany)shallbedisclosedtoallshareholders in order to ensure transparent and verifiable structure of corporate operation.
11. Corporate operation shall be performed with efficiency in order to produce sustainable growth, thus enabling the shareholders to gain appropriate returns.
2. Equitable Treatment of Shareholders
The Company has established guidelines of justified and equitable treatment of shareholders and undertook the following tasks:
1. The shareholders shall be offered an opportunity to propose extra issue(s) as the meeting agenda(s) and question(s) concerning the Company prior to the shareholders’ meeting date. Consequently, this shall be notified in advance via the SET’s website. In addition, explicit criteria for the rights of shareholders to propose agendas for Annual General Meeting of Shareholders shall be notified via corporate website.
2. Theshareholdersshallbeofferedanopportunitytonominateanycandidate(s)whohavecompletequalifications as defined in director’s specifications for election as director and give their consent for nomination. Then, the application form including required documents about their educational background and work experiences shall be submitted to the Company prior to the Board meeting. The notification of nomination procedures and criteria shall be disseminated via the SET’s communication channel(s) and corporate website before the Annual General Meeting of Shareholders in order to continue nomination procedures by the Nomination and Remuneration Committee. Furthermore, the election by voting shall be made for an individual director.
3. Theshareholders’meetingshallbeconvenedinaccordancewiththeagenda(s)notifiedinthemeetingnotice. Corporate policy of no extra agenda(s) added without prior notice shall be set to offer the shareholders an opportunity to study relevant information and the agenda(s) before making decision. According to the Section 105 of Public Limited Company Act B.E. 2535 (1992), any extra issue(s) shall not be added in meeting agenda if it is not necessity, especially crucial issue(s) which the shareholders require a great deal of time to study relevant information before making decision.
4. The name of all independent directors shall be specified in the proxy form to help control voting direction. The shareholders shall be encouraged to specify their votes by themselves and provided with an option of proxy appointment including an opportunity to appoint any independent director as their proxy.
5. Eachdirectorshallnotifytheconnectedtransaction(s)ofoneselftotheCompanySecretary.TheBoardof Directors shall consider such transaction(s), especially one that may involve in the conflict of interest, to ensure the Company’s utmost benefits. The meeting minutes shall also contain the connected transaction(s) disclosed by the directors.
Annual Report 2016
Mono Technology Public Company Limited 75