Rights of Shareholders
The company is aware of and places importance on the various fundamental rights of shareholders, both as investors in securities and as owners of the company.
These rights include the right to buy, sell, transfer securities held, the right to receive a share of profits from the company, the right to receive adequate information, the right to participate in meetings to exercise voting rights at shareholder meetings to appoint or dismiss the board of directors, appoint auditors, approve significant transactions affecting the company's business direction, and matters impacting the company, such as dividend payments, setting or amending the company's articles of association and regulations, capital reduction or increase, and approval of special transactions.
The company is committed to promoting and facilitating the exercise of shareholder rights for the convenience of shareholders as follows:
- Support and promote basic rights for every shareholder, including:
- The right to buy and transfer shares, and the right to a share of profits.
- The right to receive timely and sufficient information in a format suitable for making decisions that impact the company and themselves.
- The right to attend and vote at shareholders’ meetings to decide on important changes to the company, as determined by law or company policies. The company facilitates and encourages shareholders, including institutional investors, to participate in shareholders’ meetings.
- Other rights that shareholders are entitled to under the law.
- In a shareholders’ meeting, the Record Date is used to determine the list of shareholders eligible to attend the meeting. This allows shareholders more time to review the meeting invitation and related documents before the meeting.
- Information on the date, time, place and meeting agenda is provided, with explanations and rationale for each agenda item or proposed resolution as specified in the notice of the annual and extraordinary general meetings of shareholders, or attachment to the meeting agenda. No action is taken to restrict shareholders’ opportunity to study the company's information. The notice is sent to shareholders and the registrar no less than 7 days or 14 days (as applicable) before the meeting date. The meeting notice is also published in a newspaper for 3 consecutive days before the meeting date. The company complies with legal and regulatory rules and makes every effort to ensure shareholders receive advance information as early as possible before the meeting date.
- Convenience is provided for shareholders to exercise their meeting participation and voting rights appropriately. No action is taken to restrict shareholders’ opportunity to attend the meeting. For instance, in organizing shareholder meetings, the company selects venues that are convenient for travel and includes a map indicating the meeting location in the meeting invitation. The company also chooses a suitable date and time, allocating sufficient time for the meeting.
- Prior to the shareholders’ meeting, the company will provide an opportunity for shareholders to submit their opinions, suggestions, or questions in advance before the meeting date. The company will clearly define the criteria for submitting questions in advance and inform shareholders along with the delivery of the notice of the shareholders’ meeting. The company will also disclose such criteria on its website.
- Shareholders are encouraged to use proxy forms that allow them to specify their voting directions. For proxy appointments, the company will propose at least one independent director as an option for shareholders to appoint as their proxy. Additionally, the company will provide proxy forms with clear instructions and details of the required supporting documents for proxy appointments. The proxy forms will be sent to shareholders along with the notice of the shareholders’ meeting.
- Before the meeting, clear instructions are provided on the voting process and the counting of votes for resolutions in each agenda item. This includes requesting a representative of the shareholders to act as a witness during the vote counting process.
- The chairperson allots appropriate time at shareholder meetings. The company provides opportunities for shareholders to express opinions, suggestions, and ask questions freely on relevant agenda items before voting on any item.
- Directors are encouraged to attend shareholder meetings to answer questions.
- Ensure that there are resolutions for each agenda item in shareholder meetings, especially in cases where an agenda includes multiple items, such as the appointment of board members.
- The company will support the use of voting cards for each agenda item to ensure transparency and verifiability in the vote counting process.
- The company will arrange for independent personnel to assist in the vote counting process for each agenda item to ensure transparency in the shareholder meeting.
- Promote the use of technology in shareholder meetings as appropriate, including shareholder registration, vote counting, and result presentation. This ensures that the meeting proceedings can be conducted swiftly, accurately, and precisely.
- After the shareholders’ meeting, the company will prepare minutes of the meeting, accurately and completely recording all essential information. Significant questions, opinions, and suggestions will also be recorded in the minutes for shareholders’ review. Additionally, the company will disclose the voting results for each agenda item and publish the minutes of the meeting on the company's website and through the channels provided by the Stock Exchange of Thailand for shareholders’ consideration.
- The company will submit copies of the shareholders’ meeting reports to the stock exchange within 14 days from the date of the shareholders’ meeting.