Annual Report Samart i-Mobile 2010

Corporate Governance
The Board of Directors realized on the importance of the good Corporate Governance which will be the fundamental
factor for improving standard of business operation to create more transparency, competitiveness and strengthen the confidence
of all shareholders, investors and other related parties. Thus written Corporate Governance Policy and Business Ethics, which
complied with the Principles of Good Corporate Governance of SET and Corporate Social Responsibility Guidelines, have been
provided for practices of directors, management and employees of the Company under the policy guiding principle of being
a good corporate citizen, who is accountable to employees, customers and shareholders, and being socially responsible.
Corporate Governance Practices of the Company in 2010 are as follows:
1. Rights of Shareholders
The Company emphasizes and recognizes the importance of the rights of all shareholders equitably. All rights that
the Companyûs shareholders obtained in 2010 were as follows:
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Rights to get share certificate, sell, purchase or transfer the Companyûs shares
Thailand Securities Depository Co., Ltd. (çTSDé) has been appointed as the Companyûs registrar to provide
all services for all transactions related to registration of the Companyûs shares.
Rights to propose agenda and send question in advance of the Shareholdersû Meeting
The Company is aware of the shareholdersû rights and equitable treatment to the shareholders under the
good corporate governance and to comply with laws. Itûs the Company policy to allow the shareholders to
propose matter(s) for consideration of the Board of Directors as agenda of the shareholdersû meeting for 2009
Annual General Meeting of shareholders onward, During the period that no rules or criteria from the Capital
Market Supervisory Board been announced, shareholders who would like to propose the agenda have to
comply with the Companyûs procedures and criteria of the above matter. In addition, the Company allows the
shareholders to send question(s) concerning the Companyûs operation in advance for 2011 Annual General
Meeting of shareholders onward. For the Annual General Meeting of Shareholders 2011, the Company notified
and disclosed contact channels and period for proposing agenda and sending question via SET on December 17,
2010 and also provided details of the procedures for proposing agenda and sending question on the Companyûs
website (www.i-mobilephone.com) from December 20, 2010.
Participation in the Shareholdersû Meeting
The Company is aware of the shareholdersû rights and equitable treatment to participate in the shareholdersû
meeting, be informed conditions and procedures of meeting as well as having proxy to vote and comment in the
meeting on behalf of the shareholder. There was only one meeting in 2010, the Annual General Meeting of
Shareholders 2010 which held on April 27, 2010 at Miracle Grand Convention Hotel, Vibhavadee-Rangsit Road,
Laksi, Donmuang, Bangkok where is convenience for transportation and capability to cover with number of
shareholders. The rights of shareholders to participate in the meeting are as follows:
Before the Meeting Date
In the Annual General Meeting of Shareholders for 2010, the shareholders have been informed on the date
and agenda of the meeting via the SETûs communication system 40 days prior to the meeting date. At the same
time, the Company also disclosed the invitation letter as well as related documents in both languages, Thai and
English, on the Companyûs website (wwww.i-mobilephone.com) 32 days before meeting date for the shareholders
to have sufficient time for consideration. Same documents will be directly delivered to the shareholders by TSD,
the Companyûs registrar, within 22 days before the meeting date of which better than what has been required by
law. The invitation letter contained fact, rationale, and opinion from the Board of Directors for each agenda,
conditions and procedures of meeting, annual report, proxy form and any other related document with sufficient
information for shareholdersû consideration. Moreover, the invitation letter was published in newspaper for 3
consecutive days by 8 days before the meeting date of which better than what has been required by law.
On the Meeting Date
Meeting procedures has been set to conform to regulations and considering on shareholdersû convenience.
The Company is aware of the equitable of shareholdersû right and their comfort to participate in the shareholdersû
meeting. Appropriated technology and equipments are sufficient for registration reviewed on
Annual Report 2010 37