TIPCO FOODS PUBLIC COMPANY LIMITED PAGE 074/ 075 Nomination of Candidates for Independent Directors by Minor Shareholders Since 2006, the Company has provided minor shareholders with the oppor-tunity to nominate candidates for independent directors. The Company sub-mitted a letter to the Stock Exchange of Thailand (SET), requesting the an-nouncement via the SET’s website that minor shareholders of the Company may nominate qualified candidates to replace independent directors who will retire by rotation in accordance with the Company’s selection process and within applicable timeline. From 2008 onwards, the nomination can be made directly via the Company’s website. Channels of Communication Between Stakeholders and Directors Stakeholders having concerns regarding the accuracy of the financial re-ports, weaknesses in internal control systems, or non-compliance with laws or professional ethics can directly contact directors according to the con-tact information of directors which includes their names, positions, ad-dresses, telephone numbers and e-mail addresses, and are published on the Company’s website. Formulation of Clear CSR Policy The policy was established in 2006. Inclusion of reports on performance and opinions of subcommittees in annual report: From 2005 onwards, such reports have been included in the Compa-ny’s annual reports. Chairman of the Board of Directors The requirement prohibiting the Chairman of the Board of Directors from serving as a chairman or member of any subcommittees has been enforced since 2003. The rule that the Chairman shall not serve as the Chairman of the Executive Committee has been effective since 2007. Reporting of Operating Results to the Board of Directors In the case where the Board of Directors meetings are not held every month, the Company will ensure that the operating results are reported to the Board of Directors on a monthly basis. Such reporting practice was initiated in 2007 and adjusted in 2009. Principle and Policy Regarding Remuneration of the Managing Director and Senior Executives The Nomination and Remuneration Sub-Committee had considered and ad-justed remunerations for every level of employees to ensure alignment with the company’s business operations and peer group companies. Managing Director Succession Planning The Managing Director is required to regularly report on the succession plans for the position of managing director and other senior executive positions as well as to implement and report the executive development project on an annual basis, starting from 2005 onwards.
EN_Tipco_Annual Report 2014
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