ANNUAL REPORT 2007 รายงานประจำปี - IR Plus

(11) To consider and appoint one or more directors to act as the Sub-Committee to perform one or more
activities according to the Board of Directors’ appointment such as Executive Board of Directors, Audit
Committee, Selection Committee and Remuneration Committee as deem appropriated.
(12) To consider and approve the hiring or removing of the Management position by assigns one or more
Directors in the Executive Board of Directors to perform those position.
(13) To consider and appoint the Managing Director, define the scope of work and authority, and assign
Managing Director to perform the normal business operation.
(14) To consider and approve the dividend policy and investment policy in subsidiaries, associated, and
related companies.
(15) To consider and approve the connected transactions of the Company which has been approved by the
Audit Committee.
(16) To consider and approve the corporate governance policy which has been approved by the Audit
Committee.
(17) To consider and approve the payment of interim dividends to the shareholders as the Company’s net
profits are deemed adequate for such purpose, and, if so, report the same to the shareholders in their
next meeting.
Directors’ Appointment
The Company does not establish the selection committee to select director and management position. In the
process of selecting directors, experience and qualifications as prescribed by laws will be considered. The
Board of Directors will present the information to the Shareholders’ Meeting for final consideration in the
election of the Director of the Company. For the management position, Board of Directors will select the
qualified persons in related aspects as necessary to the Company’s operation such as Marketing, Accounting
and Finance etc.
With regard to the rights of shareholders to appoint Directors, shareholder shall appoint the Directors by a
majority vote. All shareholders have the rights to appoint Directors. Each shareholder shall have one right to
vote per one share and shall appoint one or more Director, provided that he cannot divide his vote to any
person to any extent.
131