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EN_Tipco_Annual Report 2014

ANNUAL REPORT 2014 Equitable Treatment of Shareholders Recognizing shareholders’ equal rights to receive and consider accurate and adequate information within an appropriate time frame, the Company dispatched the meeting notification, supporting documents for all agenda items, a list of ID documents required for attending the meeting, proxy form and proxy assignment procedural details, to shareholders 14 days prior to the meeting date. Since the Annual General Meeting of Shareholders No. 1/2006, supporting documents for each agenda item, along with document dispatch date, have been posted on the company’s website prior to the meeting to facilitate shareholders’ access to information. In 2009, the Company initiated the practice of publishing the abovementioned documents on its website 30 days prior to the meeting date. Selection of the meeting date and venue was based on consideration of shareholders’ convenience. On the meeting date, at-tendance registration was allowed 2 hours before the meeting commenced; shareholders were able to express their opinions freely and to raise questions. Voting was undertaken on each agenda item in sequential order according to the pre-determined agenda and no new agenda item was added without prior notice to shareholders. Shareholders were informed in detail of the vot-ing procedure before voting. Clarification and discussion were made prior to the casting of votes on each agenda item. In this regard, every shareholder had equal right to vote, except for shareholders who had conflicting interests. For example, directors who stood to gain or lose from the agenda item on directors’ remuneration were obliged to refrain from casting votes on this item. Since 2008, the company’s objective and criteria for allowing minor shareholders to propose additional agenda items and/or nominate qualified candidates for directorship have been published on the Company’s website. In 2014, the Company convened one Annual General Meeting of Sharehold-ers. The meeting notification provided relevant details, rationale, possible im-pact and opinions of directors in regard to each agenda item, to facilitate shareholders’ understanding, analysis and decision making. Shareholders unable to attend the meeting could EITHER appoint a proxy to attend the meeting and express opinions on their behalf OR appoint an inde-pendent director as proxy with the power to exercise their vote. Fully aware of the importance of the Annual General Meeting of Shareholders, the Com-pany’s directors would never forego participation in such meetings except under unavoidable circumstances. The Company’s senior management team has also attended Shareholders’ Meetings regularly and consistently. Minutes of the meeting represent a comprehensive record of all significant details such as participating directors, clarification provided by the Chairman of the Board of Directors, the Chairman of the Audit Committee, the Manag-ing Director and other relevant directors. Minutes of the meeting also include questions raised and opinions expressed by shareholders, voting and vote counting processes, the number of approval votes, disapproval votes and ab-stention votes along with other relevant information. Minutes of the meeting are submitted to the Stock Exchange of Thailand within 14 days from the meeting date, and posted on the Company’s website to allow shareholders to check the accuracy of recorded details of resolutions, discussions and clarifi-cations made during the meeting, and to suggest additions or amendments to the Minutes of the meeting before submitting them to the next sharehold-ers’ meeting for adoption. The voting ballots, documents and evidence were systematically compiled,


EN_Tipco_Annual Report 2014
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