ANNUAL REPORT 2007 รายงานประจำปี - IR Plus

Management Structure of the company consists of the Board of Directors, the Audit Committee, and the
Management
1. The Board of Directors
Pursuant to the Company’s Articles of Association, it is stipulated that the Board of Directors shall consist of
not less than 5 directors and not less than one half of all directors shall have residence in the Kingdom.
As of December 31, 2007, the Company’s Board of Directors consists of 7 members as follows:
1) 3 Executive Directors
2) 3 Non-Executive Directors, consisting of 3 Independent directors and Audit Committee
Definition
The Executive Director means a director who holds the management position and engages in the Company’s
business management.
The Non-Executive Director means a director who has not held the management position and has not
engaged in the Company’s business management and whether or not has been the Independent Director.
The Independent Director means a director who has the following qualifications:
- Hold shares less than 5 percent of the total shares that having the rights to vote of the Company,
affiliated company, associated company, related company or person who may have conflict of
interest.
- Not being an employee, staff member, or advisor who receives a regular salary form the company, or
person who may cause conflict of interest.
- Not be a close relative of any management member or majority shareholder of the company, affiliated
company, associate company, or person who may cause conflict of interest and not be appointed as
management of the Company’s or its subsidiaries.
- Has no business relation and has no direct or indirect benefit or interest in finance and management
of the company, affiliated company, associate company or person who may cause conflict of interest
in a way that may cause the lack of independence.
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