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ANNUAL REPORT 2007 รายงานประจำปี - IR Plus

ANNUAL REPORT 2007 รายงานประจำปี - IR Plus

ANNUAL REPORT 2007 รายงานประจำปี - IR Plus

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Corporate Governance<br />

The Company’s board of directors has formulated the Corporate Governance Policy, in full conformity with the<br />

Code of Best Practices as stipulated by the SET, which was outlined hereunder:-<br />

1. The Rights of Shareholders<br />

The Company has encouraged all directors to attend a shareholders’ meeting. The chairman of the meeting<br />

always equitably allow each shareholder to examine the Company’s operation, by providing appropriate<br />

meeting schedule to let the shareholders raise their inquiries, opinions, and suggestions freely. The chairman<br />

of the meeting also provides sufficient information and sufficient time for the shareholders’ consideration. The<br />

Proxy Form has been attached with the invitation letters, for the case that the shareholders cannot join the<br />

meeting by themselves. In addition, the venue, date, and time of the meeting shall be at the shareholders’<br />

convenience.<br />

In <strong>2007</strong>, the Company arranged an ordinary shareholders’ meeting on April 27, <strong>2007</strong>. The participants of the<br />

meeting consist of 48 shareholders and proxy holders, of which held 312,077,500 shares, aggregately. Such<br />

amount accounted for 78.02% of the company’s paid-up shares, which are 400,000,000 shares. There are six<br />

directors who has joined the meeting consist of Chairman of the Board of Directors, Managing Directors,<br />

Directors, and the Chairman of the Audit Committee.<br />

In addition, the Company arranged an extraordinary shareholders’ meeting on January 11, <strong>2007</strong>. The<br />

participants of the meeting consist of 35 shareholders and proxy holders, of which held 300,084,610 shares,<br />

aggregately. Such amount accounted for 75.02% of the company’s paid-up shares, which are 400,000,000<br />

shares. There are six directors who has joined the meeting consist of Chairman of the Board of Directors,<br />

Managing Directors, Directors, and the Audit Committee.<br />

During each meeting, the chairman of the meeting follows the rules and the agenda of the meeting, and also<br />

advocates the shareholders to exercise their voting rights. Shareholders are encouraged to voice their<br />

opinions and concerns in every agenda, freely. The chairman of the meeting has the responsible directors<br />

explained the shareholders’ concerns clearly. All recommendations from the shareholders will be noted for the<br />

Company’s further considerations. The votes and votes count are conducted, transparently.<br />

In arranging minutes of a shareholders’ meeting, the secretary has completely recorded the discussion,<br />

concerns, suggestions and the vote results in each agenda. The minutes of meeting will be proposed to the<br />

shareholders for the approval in the next meeting, and will be submit to related government party in time.<br />

2. The Equitable Treatment of shareholders<br />

The Company provides equal treatment toward all shareholders in accordance with the law. The progress of<br />

the Company’s operations is regularly reported to the shareholders directly or through the Stock Exchange of<br />

Thailand. The invitation letters together with documents relevant to the meeting will be sent to all shareholders<br />

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