Attachment for consideration in
Agenda 5.
being an integral part of Invitation
letter to The Annual General Meeting of Shareholders No. 76
Agenda 5.
The Company’s Articles of
Association Article
“At every annual general meeting,
one-third of the directors shall be retired. The director who has held office longest
shall be retired. If the number of
directors cannot be divided into three parts, the number of directors closest
to one-third shall be retired. The
retired directors may be re-elected.”
Present directors whose names are registered
with Commercial Registration Department, Ministry of Commerce are as follows:
3. Mr.
Prateep Wongnirund 4. Mr. Pamornsak Suracupt
5. Mr.
Vinai Vamvanij 6. Mr.
Michael David Selby
7. Lieutenant
General Chayuth Suwanamas 8. Mr. Santi Grachangnetara
9. Mr.
Somchai Jongsirilert 10. Miss
Wanaree Chinthaganant
At the Annual General Meeting No. 76
to be held on 30 April 2009 the Board of Directors will propose the election of
directors to replace the directors who are due to be retired by rotation and
approve their remuneration as stated in Article 7
The directors who are due to be retired
by rotation are as follows:
3. Lieutenant General Chayuth
Suwanamas
Definition of
Independent Director
2) No
more than 1 percent of the voting right shares of the Company, subsidiaries,
associated or any other juristic person who might have a conflict of interest
including shares held by their relatives.
3) Proposed
Independent Directors have no relationship or any related matter with the Company,
subsidiaries, executives and major shareholders including their relatives which
may not allow them to make a decision independently.
The
definition of Independent Directors is compatible with the Rules and Regulation
of the Stock Exchange of Thailand.