(1) Suitable qualifications and forbidden natures of the Directors
1.1 Being a knowledgeable and skillful person and conducting the business which is related to the business operation of the company and being ready to sacrifice the time in working for the company with full capacity.
1.2 Not being forbidden under the Public Companies Act B.E.2535 (1992) and the good corporate governance principle of listed companies.
1.3 Not holding the position of directorship in registered companies exceeding 5 companies according to good corporate governance principle of listed companies.
(2) Steps of consideration of the company
2.1 The shareholder who has complete qualifications determined by the company can make a proposal of the person who has suitable qualifications to be appointed as Director in advance before the meeting by using the Form of Proposal of persons who have qualifications suitable to be Directors (Form B.) according to the annexed document may inform of the unofficial preliminary information by Fax to 0-2502-0999 or by E-mail a IR@genco.co.th before sending the original document to the Board of Directors at later date which such shareholder must send the document to the company within 31 January together with an enclosure of the following documents :-
- Evidence of shareholding i.e. Certificate from Securities Company or other evidence from the Stock Exchange of Thailand and different supporting evidence in support of the consideration.
- Letter of consent from the person whose name has been proposed with details as appeared in Form B.
- Supporting evidence of the proposed person i.e. Academic evidence and record of working.
- In case the shareholder makes a proposal of more than 1 Director, please prepare 1 Form for 1 person.
2.2 The secretary of the company shall be the person who will screen both the qualifications of the proposing shareholder and the proposed person first before making any proposal to the Nomination and Remuneration Sub-Committee and the Board of Director’s Meeting respectively.
2.3 The person who is proposed to be Director and has obtained an approval from the Nomination and Remuneration Sub-Committee and the Board of Director’s meeting, the company will make a proposal of the name of such person to the annual general meeting shareholders further. In case the proposed person has not obtained an approval of both meetings, the company will inform the proposing shareholder in writing further.