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TIPCO FOODS PUBLIC COMPANY LIMITED PAGE 068/ 069 shares with voting rights, or persons with possible conflict of interest (including related persons as per Section 258 of the Securities and Exchange Act) are deemed disqualified. 3.2 Qualified persons are not involved in company management and do not hold a position of staff member, employee, or advisor who receive regular monthly salary, or person with the con- trolling authority in the Company, affiliated companies, asso- ciated companies, or persons with possible conflict of interest. He/she shall have had no interest or stake in any such manner for at least one year. 3.3 Have no business relation and have no interest or stake, whether direct or indirect, in financial or management matters of the Company, affiliated companies, associated companies or persons with possible conflict of interests of a nature that may compromise independence. 3.4 Have no relationship as a close relative of management members and major shareholders of the Company, affiliated companies, associated companies or persons with a possible conflict of interests or those who are appointed as representatives to protect the interests of directors or major shareholders. 3.5 Disclose to the Board of Directors any relationship which may compromise independence. Qualifications for Directors 1. Possess an unblemished record. 2. Have vision and demonstrate a broad business perspective. 3. Exhibit good interpersonal skills, a sense of justice, and an amenable personality. 4. Possess effective communications skills. 5. Demonstrate systematic business thinking and decision making. 6. Possess good knowledge and understanding of financial, commercial or industrial matters as well as experience in the area of business man- agement. 7. Have prior experience as director of a company or state enterprise. Qualifications for Managing Director 1. Uphold integrity and possess an unblemished record. 2. Do not hold a position of major shareholder. Possess professional management skills. 3. Possess skills and experience in various areas, including international business. 4. Exhibit strong leadership, broad vision, good interpersonal and communication skills, and amenable personality. 5. Possess the ability to coordinate differences and various skills and


EN_Tipco_Annual Report 2014
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