Page 39 - Charn Issara Development Public Company Limited | Annual Report 2014
P. 39

Annual Report 2014                                                                                                    37
                                                                           Charn Issara Development Public Company Limited

(2) Executives
Executive’s remuneration have been separated to two period due to Organize restructure in May 2014 as the following details :

                                                                                                                                                                                                                             (Unit : Baht)

       Remuneration  Month / Year                                       Number (Person)  Amount (Baht)

Salaries & Bonus       January - May 2014                               5                18,012,260.00
                     June - December 2014                               4                17,080,210.00

Total                                                                                    35,092,470.00

Note : Other remuneration for management: the Company has               the Board both during the meeting and submitting question in advance.
arranged to set up the management’s provident fund where the            The Board of Directors has therefore set out the following guidelines
Company has contributed at the ratio of 5% of salary. During the year   for practice of the Company in relation to shareholder’s right as follows:-
2014 the Company has paid up such provident fund’s contribution
for 5 management total Baht 1.43 million. The Company has fixed         1. Shareholders’ Meeting
a non cash remuneration for Chairman of the Board of Directors,              1.1	 The Company has a policy to encourage and facilitate all
Chief Executive Officer and Managing Director, Deputy Managing                      shareholders including institutional shareholders in
Director which is the Company’s car.                                                particular to attend the shareholders’ meeting.
                                                                             1.2	 The Company shall furnish information regarding date, time,
Supervision                                                                         venue and agenda of the meeting with clarification and
It is important for the Company’s operation to be effective,                        reason stated on each agenda or as a reference for the
transparent and trustworthy. The Board of Directors has emphasized                  agenda as stated in the notice of ordinary general meeting
on good corporate supervision to increase competitiveness and                       of shareholders and extra ordinary general meeting of
shareholders’ confidence including those of investors and related                   shareholders or in the enclosures of the notice of meeting
parties. It has supported the honest management with an underline                   which is sent via registered mail to shareholders at least
on competitiveness, value added to the business and creating a                      14 days prior to the meeting as well as published on the
sustainable growth. The internal audit and controls has been taken                  Company’s website.
seriously including an equal treat to shareholders and beneficial            1.3	 The Company shall facilitate shareholders in attending the
parties with business ethic to avoid any conflict of interests. There               meeting and vote by arranging a convenient meeting
has been an adequate disclosure, suitable risk management with due                  venue for easy access of shareholders. These days the
recognition on pertaining risks in doing business. Good corporate                   Company organizes meeting at the Company which is
governance has therefore been given an utmost important and                         accessible by car, BTS, train, and taxi boat.
become a necessary part in doing business which may be classified            1.4	 The Company has allowed shareholders to propose
as follows:-                                                                        question on the Company in advance before the meeting
                                                                                    and notify all shareholders through the Stock Exchange of
Chapter 1 Rights of Shareholders                                                    Thailand and on the Company’s website.
The Board of Directors recognized the right of shareholders                  1.5	 The Company has organized a proxy form a, b, and c for
especially their fundamental rights such as the right to buy and to                 shareholder to use as thought fit. In addition, the Company
sell or transfer share, the right to share profit from the operation,               has also proposed the name of 3 independent Directors
the right to receive adequate information of the business, the right                as an alternative for all shareholders to assign proxy to.
to attend meeting and exercise its voting right in the shareholders’
meeting for the appointment or dismiss of Director, the right to        2. Practice on the day of shareholders’ meeting.
appoint an auditor and the right in other businesses which will be           2.1	 The Company has a plan to adopt technology in organizing
affected such as dividend payment, the composing or amendment                       shareholders’ meeting such as in registration, counting
of the Company’s regulations and the Articles of Association, capital               vote on each agenda to enable fast progress and accuracy
decrease or increase and the approval of extra ordinary items.                      of the meeting.
                                                                             2.2	 All Directors shall endeavor to attend all shareholders’
The Board of Directors shall arrange for shareholders to receive                    meeting if not engaged in other necessary business to
regulation and process to attend meeting as well as giving adequate                 allow shareholders to make enquiry on all questions.
information for consideration of each agenda prior to the meeting            2.3	 The Company will put each business on vote at a time in
with enough lead time allowed. This includes made available the                    the event that any agenda carry several businesses such as
opportunity for shareholders to propose agenda and gives right to                  the appointment of Director and the fixing of Director’s
assign proxy to attend the meeting on one’s behalf, allows question to
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