We aim to be the most preferred non-life insurer in Thailand

The Appointment of the Company’s Secretary
The Company’s Board of Directors will select a qualified person and appoint him/her as the Company’s secretary.
The Board’s meeting (No.3/2008) held on August 14, 2008, passed a resolution appointing Mr. Voravit Rojrapitada as the Company’s
secretary, effective from August 14, 2008 until now.
1.4 Names of the Board of Directors and Sub-Committees
The Board of Directors (as at December 31, 2009) comprises 11 members as the following:
1. Executive directors consist of 2 members, while another director is the Company’s Adviser.* 1
2. Non-executive directors consist of 8 members, all of whom are independent directors, amounting to more than
one-third of all Board members.* 2
Notes:
*1 On January 1, 2010, Bangkok Insurance Public Company Limited had restructured its organization and altered
the position of some of its executive directors, causing the Company’s Board of Directors to consist of 1 executive director and 2
directors who are the Company’s advisers.
*2 Formerly, in the Company’s annual report presentation form and annual report of 2008 (Form 56-1 and 56-2),
two of the Company’s Board non-executive directors, Mr. Singh Tangtaswas and Mr. Suvarn Thansathit, did not have the status of
independent directors because they both were directors or executives of a party having business relationship with the Company,
which was Bangkok Bank Public Company Limited. In this regard, the Securities and Exchange Commission (SEC)’s notices
(Tor.Jor.28/2008) item 16 (2) (d) has defined that independent directors shall not have or did not use to have business relationship
with the Company. Neither are they nor used to be major shareholders, directors, who are not independent, or executive of any
party that has business relationship. (Business relationship means having commercial transactions made regularly to fulfill business
transactions through which the value ranges from 3 percent of all net tangible assets (NTA) or Baht 20 million per year, depending
in which is the lesser amount).
Nevertheless, currently, based on SEC’s notices (Tor.Jor. 4/2009), there has been a revision of independent directors’
qualifications, which are defined in item 16 (2) (d) that independent directors shall not have or did not use to have business
relationship with the Company. Neither are they nor used to be major shareholders (having over 10 percent of shares in the
Company), nor do they have authority to control (mean shareholders or others, by circumstances, having significant influence on
the Company’s management policy formulation or implementation, whether or not such influence is a consequence of being
shareholders or authorized in accordance with the contract, or other causes. Nor are they, in particular, the people in one of these
categories. (a) Have over 25 percent of the Company’s shares. (B) Have a course of conduct to control/remove a Board director,
(C) Have a course of conduct to control those in charge of policy formulation, and (d) Have a course of conduct/responsibility of
implementation comparable to the Company’s management).
Accordingly, based on SEC’s revised notices, Mr. Singh Tangtaswas and Mr. Suvarn Thansathit, who are not the
Company’s major shareholders or have no authority to control in Bangkok Bank Public Company Limited, are not in a condition to
be considered for their business relationship with the Company. Similarly, both directors have not had any course of conduct
significantly influencing the Company’s management policy formulation or implementation. Neither are they directors authorized to
bind the Company to any decision. As a result, both directions have the status of the Company’s independent directors accordingly.
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