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TIPCO FOODS PUBLIC COMPANY LIMITED PAGE 066/ 067 2. Propose remuneration rates and employment conditions including remuneration rates of Chairman of the Executive Committee, Managing Director, and high-level executives of the Company, as assigned by the Board of Directors. 3. Provide opinions to the Board of Directors regarding remuneration rates of the Chairman of the Board of Directors and directors according to the regulation on consideration of remuneration before seeking approval from the Board of Directors and the Shareholders Meeting. 4. Provide recommendations to the Board of Directors regarding successors of the Chairman of the Executive Committee and the Managing Director. Review succession plans for high-level executives, executives and key positions as prepared by the Chairman of the Executive Committee or the Managing Director. 5. Determine duties and responsibilities related to the following strategies: 5.1. Human resources strategies for high-level executives 5.1.1. Consider and provide opinions on human resources policies for high-level executives as proposed by the Chairman of the Executive Committee and/or the Managing Director to ensure alignment with the Company’s business strategies before submission to the Board of Directors. 5.1.2. Ensure that qualified candidates are included in succession plans of high-level executives, executives and key positions, and ensure that these plans are regularly reviewed by the Chairman of the Executive Committee and the Managing Director. 5.2. Strategies on performance evaluation and remuneration of high-level executives 5.2.1. Review remuneration strategies and propose them to the Board of Directors for endorsement. 5.2.2. Review and propose remuneration, including allocation of the Company’s shares, to the Board of Directors with a view to motivating high-level executives to enhance and develop their own potential and to improve performance of their per- sonnel that will ultimately contribute to the Company’s short- term and long-term business development. 5.2.3. Provide recommendations to the Chairman of the Executive Committee and the Managing Director regarding guidelines for considering monthly salary, welfare and benefits for high-level executives of the Company. 5.2.4. Consider and provide opinions to the Board of Directors regarding policies and incentive programs aimed at retaining personnel with capabilities, quality and potential. Authority and Duties of the Corporate Governance Subcommittee 1. Determine corporate governance policies in accordance with regu- lations of the Stock Exchange of Thailand. 2. Review corporate governance policies and assess compliance with


EN_Tipco_Annual Report 2014
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